Legal Practice Notes

Nature of an individual voluntary arrangement An individual voluntary arrangement ( IVA) is a deal made between a person and their creditors (and potentially third parties) for a composition of that person’s liabilities or to implement a scheme of arrangement (scheme) for managing their affairs. The governing provisions sit in Part VIII of the Insolvency Act 1986 ( IA 1986). The form and substance of any compromise or scheme are unrestricted and open-ended, being determined by the debtor and their creditors with the support of an insolvency practitioner ( IP) (called the ‘nominee’ before approval of the IVA, and typically the ‘supervisor’ afterwards). An IVA operates in a manner akin to a contract, its conditions being set out in the IVA proposal. By contrast, a purely private contract would require the consent of every creditor of the individual to achieve a...

A share option gives an employee a binding right to purchase shares at a fixed price, provided specified conditions are met. The option agreement between the grantor and the employee will usually also state who must procure the shares and settle the option when it is exercised. Shares are commonly provided either by the company or by an authorised third party entitled to grant an option, such as an individual shareholder, corporate shareholder, or a trustee of an employee benefit trust ( EBT). A third-party shareholder can also agree to fulfil options granted by the company by transferring their own shares on exercise of the options. This Practice Note considers the situation where a UK tax resident individual is the one who satisfies the share option and specifically examines: reasons an individual may choose to make their shares...

This ‘how to’ resource, a task-focused toolkit, sets out how to consult with individuals in a redundancy context where the statutory collective consultation duties do not apply. For guidance on running redundancy consultation when those statutory collective obligations do apply, see Practice Note: How to carry out collective redundancy consultation. Initial considerations—what kind of consultation is required When a redundancy situation arises, an employer’s first step is to decide whether consultation must be undertaken collectively with staff (or appropriate representatives) or only on an individual basis. Collective consultation will be required in the following situations: Where the employer proposes to dismiss as redundant 20 or more employees at a single establishment within any 90‑day period or less, it has statutory duties under the Trade Union and Labour Relations ( Consolidation) Act 1992 ( TULR( C) A 1992) to inform, consult, and to notify the...

Through the Finance Act 2014, the government brought in two allowance protection regimes to accompany the reduction in the lifetime allowance from £1.5m to £1.25m on 6 April 2014: Fixed protection 2014 ( FP 2014)—for further information, see Practice Note: Fixed protection 2014 ( FP 2014) Individual protection 2014 ( IP 2014), which this Practice Note covers IP 2014 (as with FP 2014) was designed to deliver transitional protection for those who had already built up pension savings on the basis that the standard lifetime allowance would be at least £1.5m. Although the lifetime allowance was abolished with effect from 6 April 2024, IP 2014 still provides transitional protection for an individual’s entitlement to: the lump sum allowance, the lump sum and death benefit allowance, and a tax-free lump sum. For further information, see What is IP 2014?,...

FORTHCOMING DEVELOPMENT : Section 10 of the Finance Act 2022 will lift the normal minimum pension age ( NMPA) from 55 to 57 on 6 April 2028, with an exception for members of the firefighters, police and armed forces public service pension schemes. The Finance Act 2022 will also allow members of registered pension schemes to draw benefits before 57 if, on or before 4 November 2021, they: had an unqualified right to take benefits; or were engaged in a substantive transfer to a scheme offering an unqualified right to a protected pension age under 57 on or before 4 November 2021. To use this new 2028 protection, the scheme’s rules must have included, as at 11 February 2021, an unqualified right to take scheme benefits before age 57. For further information, see Practice Note: Increasing the normal minimum pension age ( NMPA) to...

What is indirect effect of EU law? The doctrine of indirect effect, also called consistent interpretation, imposes on national courts, as organs of the Member State charged with fulfilling EU commitments, a responsibility to construe domestic legislation in the light of EU law, in particular Directives. Through careful judicial reading of applicable national rules it indirectly secures the outcome that direct effect of Directives would deliver where that route is unavailable. The Court of Justice articulated the principle in Von Colson and enlarged its reach in Marleasing. It likewise functions to help to offset, at least to a degree, the adverse legal consequences of the refusal to acknowledge horizontal direct effect of Directives. For further background, consult Practice Note: Direct effect of EU law. Von Colson concerned a request for a preliminary ruling on the interpretation of Directive 76/207/ EEC on giving...

This Practice Note considers unlawful indirect discrimination under the Equality Act 2010 ( Eq A 2010) There is a clear distinction between direct and indirect discrimination, and they are mutually exclusive concepts (though a claimant may, of course, advance them in the alternative): the prohibition on direct discrimination seeks formal equality of treatment: people who are otherwise in comparable situations must not be treated less favourably because of a protected characteristic the prohibition on indirect discrimination looks past formal equality towards a more substantive equality of outcomes: seemingly neutral criteria may place people sharing a particular protected characteristic at a disproportionate disadvantage The key divergence between the two is that indirect discrimination can be justified where it is a proportionate means of achieving a legitimate aim; direct discrimination cannot be justified, other than in relation to age. For general guidance on direct...

What is clearing of derivatives? Clearing is the mechanism that removes the usual danger, in practice, that one side to a derivatives deal will fail to perform (counterparty risk). The main participants involved in the clearing process are: a financial institution called a clearing house, and other financial institutions, typically banks or brokers, that enter into a clearing agreement with the clearing house—these institutions are indeed known as clearing members of the clearing house, or simply clearing firms within this framework In cleared transactions: the following applies: every trade is undertaken by clearing members, who may do so for their own accounts or for the accounts of their clients, and the clearing house inserts itself between the clearing members that entered into the trade, becoming a party to each transaction—each participant is therefore exposed to the risk of the clearing house, not to the risk of...

Updated in December 2025 Introduction India remains one of the fastest growing economies globally. Foreign Direct Investment ( FDI) in FY 2024–25 reached US$80.62bn, the highest level in the past three financial years. In the first half of FY 2025–26, total FDI inflow was provisionally US$50.36bn, marking a 16% rise on the first half of FY 2024–25, which recorded US$43.37bn. As the world’s third-largest startup hub, India’s startup ecosystem is alive with innovation, ambition and a vibrant entrepreneurial mindset. Around 201,335 recognised startups have generated over 21 lakh jobs nationwide, with at least one recognised startup present in every state. This Practice Note offers a broad legal overview for doing business in India. It is drafted in general terms, and how it applies to any particular matter will depend on the specific circumstances. Readers should seek their own professional advice, and this Practice Note should not be...

This Practice Note is primarily for brands looking to collaborate with social media influencers (or other talent) for targeted social campaigns and promotional advertising in India. It covers: Applicable legislation and guidelines Influencer Guidelines Enforcement of ASCI Guidelines Liability of endorser under the Consumer Protection Act, 2019 How ASCI Guidelines for Celebrity Advertising address influencer advertising Numerical threshold to be categorised as influencers Due diligence obligations on influencers Guidelines on Misleading Advertisements Influencer agreement—form and content Disparagement Applicable legislation and guidelines In India, influencer advertising is principally governed by the following. First, the Consumer Protection Act, 2019 safeguards consumer rights and addresses the accountability of any person endorsing goods or services. Secondly, the Advertising Standards Council of India ( ASCI), a respected self-regulatory organisation, issued the ASCI Guidelines for Celebrity...

Note—to check whether notification thresholds in India and globally are met, see further: Where to Notify. 1. Have there been any recent developments regarding the Indian merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in India? The Competition Act, 2002 ( Competition Act), together with its implementing regulations, is the sole framework overseeing merger control in India. In April 2023, the Government of India enacted the Competition ( Amendment) Act, 2023 ( Amendment Act), introducing multiple changes to the Competition Act and significantly reshaping the regime. Thereafter, in September 2024, the implementing rules and regulations were issued, namely: Competition Commission of India ( Combinations) Regulations, 2024: substantive regulations that operationalise the merger control provisions under the Competition Act Competition ( Criteria of Combination) Rules, 2024 ( Green Channel Rules): these set out the...

1. What is the applicable legislation? The laws governing FDI comprise the Foreign Exchange Management Act, 1999 ( FEMA), and the Foreign Direct Investment Policy, 2020, as amended from time to time ( FDI Policy), read together with the Foreign Exchange Management ( Non- Debt Instruments) Rules, 2019, as amended from time to time ( NDI Rules), forming the applicable framework. 2. Which government or other body (or bodies) reviews foreign investments? Under Indian exchange control regulations, two routes are available for an overseas investor, depending on the sector in which the investment is proposed to be made: automatic route—investments under this route do not need approval from the designated Government department, though sector-specific conditions may apply and be attached to them approval route—investments under this route require prior approval from the designated Government department and may include sector-specific conditions attached to the...

Relevant articles The Utilities Law Review offers a forum for analysis and debate, across Europe and internationally, on legal and policy matters affecting utilities law. It tracks fast-moving developments in the utilities sphere in Europe and worldwide, spanning licensing through to enforcement and questions stemming from Brexit. These pieces may interest energy practitioners and can be accessed via links on this page. Access is restricted to Lexis+® subscribers. Publication date: 1 December 2024 — Greek merger control: rules of procedure and major cases 2023–24—(2024) 24(5) ULR: 215 — Jurisdiction: Greece. Overview: examines procedural rules and headline matters in Greek merger control, spotlighting 2023–24 cases. It sets out the Hellenic Competition Commission’s processes, notification thresholds and review stages. Notable matters include establishing Greece’s fifth banking pillar, a Phase 2 clearance in construction, and the first approval on a failing firm defence, marking...

FORTHCOMING DEVELOPMENT: On 15 December 2025, the Department for Work and Pensions ( DWP) opened a consultation reviewing whether the powers allowing the Pensions Regulator ( TPR) to remove and replace trustees should be enlarged or redesigned. It observes that TPR’s present statutory powers to suspend, bar or substitute trustees are narrowly framed, seldom used, and may involve intricate, quasi‑judicial procedures. Where a change of trustees is needed, TPR typically appoints independent trustees from its independent register, which, in reality, comprises a limited pool of professional trustee firms and can be an effective yet expensive outcome, notably for distressed schemes or orphan arrangements with no trustees in post. In this light, the consultation assesses the practicality of creating a government‑appointed public trustee to provide a secure, independent, last‑resort option when trustees must be appointed or replaced. Independent individuals may act for...

Please note, this Practice Note is confined to English law alone. Since devolution, a range of divergences has emerged between England and Wales concerning numerous elements of the legal rules governing the appointment of independent mental capacity advocates. IMCAs were established under the Mental Capacity Act 2005 ( MCA 2005). Their role is to support local authorities and the National Health Service ( NHS) in relation to people aged over 16 who lack mental capacity, where a choice is needed that will substantially affect their health and wellbeing, or their long-term care and accommodation. The independent mental capacity advocate service The service delivered by an IMCA is intended solely for situations in which the individual has nobody else available to assist them or to articulate their preferences, entitlements and requirements on their behalf......

This Practice Note considers independent business reviews ( IBRs) and sets out to: offer high-level guidance on an IBR indicate when an IBR might be requested identify potential areas of conflict highlight typical scope and report contents outline common outcomes of an IBR, and flag key issues at the point of engagement What is an IBR? The purpose of an IBR is often misconstrued, sometimes regarded as a precursor to insolvency or a lender withdrawing support. Although either may occur, an IBR chiefly provides stakeholders with an external perspective to aid decision-making. It is an independent, objective and impartial review that typically examines a company’s current trading position and future prospects, enabling the company and its stakeholders—principally lenders and investors—to consider their options using an agreed, fact-based understanding. While many IBRs focus on historic and forecast financial...

The Money Laundering, Terrorist Financing and Transfer of Funds ( Information on the Payer) Regulations 2017 ( MLR 2017), SI 2017/692 brought in a duty for certain organisations to create an independent audit function to test their compliance with the MLR 2017. This Practice Note sets out how to establish that independent audit function. It outlines core responsibilities and recommended practices for the independent audit function, and clarifies how independent audit differs from your money laundering, terrorist financing and proliferation financing risk assessment. Reflecting the amended requirements of the MLR 2017, this guidance is generally applicable. You should verify whether the MLR 2017 contain any additional or varied obligations for your sector and whether your regulatory body has extra, sector‑specific requirements relating to independent audit. For law firms regulated by the SRA, see Practice Note: —law firms, which reflects guidance issued by the SRA and the...

This Practice Note considers when an indemnity covenant ought to be provided upon the transfer of land by a seller to a buyer. What is an indemnity? An indemnity is a primary undertaking, meaning one party agrees to shoulder the expense of specified losses or liabilities incurred by another in defined situations. Land transfers frequently include a promise by the buyer to indemnify the seller against any losses suffered as a result of the buyer’s breach of covenant. When is an indemnity covenant needed in a transfer? A transfer should contain an indemnity covenant where, after completion, the seller remains, or may remain, responsible under covenants affecting the property. There are several scenarios where this can occur in relation to covenants affecting the property. Property is subject to covenants Someone who has entered into a covenant relating to land will, on disposing of the land, almost...

ARCHIVED: This Practice Note is founded on provisions revoked on 1 April 2013 and is retained for historical purposes. General Where costs are assessed on the indemnity basis, the court will proceed as follows: disallow costs that have been incurred unreasonably or are plainly unreasonable in amount overall disregard entirely whether or not the costs are proportionate resolve any uncertainty about whether costs were reasonably incurred in favour of the receiving party CPR guidance The CPR provides no express guidance on when indemnity costs will be awarded, although it does specify two situations in which such orders are likely to be made: costs payable under a contract......

This Practice Note sets out summaries of costs judgments where the court declined to order indemnity costs. It identifies the principal question determined in each matter and offers observations on the ruling. Every matter is fact-specific; accordingly, these decisions are intended only to illuminate the court’s approach and should not be treated as precedents for how the courts will proceed in any particular circumstance. For examples of cases where indemnity costs were allowed, see Practice Note: Indemnity costs permitted—illustrative decisions. For guidance on indemnity costs orders, see Practice Note: Indemnity costs orders—principles. Indemnity costs refused Case and citation: Gagliardi v Evolution Capital Management LLC [2025] EWHC 3488 ( Comm) Issue: Whether indemnity costs ought to be ordered against the defendant because the substance of its defence and counterclaim took the dispute outside the norm. Comment: As to indemnity costs, it was...