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Introduction to statutory interpretation The aim of statutory interpretation is to determine the legal meaning of a statute, that is, the sense that expresses the legislator’s intention. The clearest guide to that intention is the statutory wording itself, read in its context and with its overall purpose in mind, and its broader legislative setting. Courts should seek to fulfil the purpose of legislation by construing its language, so far as they can, in the manner that most effectively serves that purpose. Put differently, the courts’ default method is purposive, and every enactment is to be construed with that end in view. There is a starting presumption that the grammatical and ordinary sense of an enactment reflects the meaning intended by the legislator. Where an enactment reasonably bears only a single meaning, and no other interpretative tools or
This Practice Note addresses identifying a fiduciary, fiduciary duties and obligations, the no conflict rule, the no profit rule, a fiduciary's duty of confidence, and the remedies available for breach of fiduciary duty. Who is a fiduciary? There is no definitive catalogue of relationships that give rise to fiduciary obligations at common law in every situation universally. Certain relationships are inherently fiduciary, eg trustee and beneficiary, solicitor and client, principal and agent, business partner and co-partners, together with mortgagor and mortgagee. The obligations of some fiduciaries have been set out in statute; for instance, trustees owe a statutory duty of skill and care under section 1 of the Trustee Act 2000 (TrA 2000), and directors' relationships with their companies are addressed in the Companies Act 2006 too. For guidance on directors' fiduciary duties, see Practice Note: of directors for further detailed
Definition of ADR Alternative dispute resolution (ADR) is defined in the CPR Glossary as a collective label for methods of settling disputes other than through the usual trial process. Some courts adopt the term ‘negotiated dispute resolution’ (NDR) to describe resolution by alternative means; for ease, this Practice Note uses ADR. For guidance on how ADR is addressed in the various court guides, see Practice Note: ADR and NDR in the court guides. In essence, ADR is a means of resolving a dispute outside the court system. It typically involves a neutral third party who either helps the parties reach a negotiated outcome, or issues a determination of the dispute that is legally binding. A binding result can follow where the agreement to refer the dispute to ADR so provides. There are multiple forms of ADR processes. For an outline of the different types and their
In brief The British constitution is uncodified, meaning it does not spring from a single constitutional document or code. It draws on a wide range of written and unwritten sources. Alongside the principal written sources of law in England and Wales—legislation (which has also introduced international and human rights principles into our constitution) and the common law—the constitution also rests on two further unwritten bases within this system: the prerogative, and non-legal constitutional conventions. In addition, on one view the basic or prevailing principle of our constitution, Parliamentary sovereignty, is ultimately grounded in political fact rather than in law. Legislation Legislation is the foremost source of constitutional law. Acts of Parliament may set out detailed constitutional rules, or even pass authority to create them to ministers or to others. Under the doctrine of Parliamentary sovereignty, legislation is traditionally regarded as taking precedence over any other form or kind of
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CASE HUB ARCHIVED –this archived case hub reflects the position at the date of the abandonment of the transaction on 2 February 2017; it is no longer maintained. See further, timeline. Case facts Outline European Commission merger investigation into the proposed acquisition by State Oil Company of Azerbaijan Republic ( SOCAR) of joint control of DESFA. The deal concerned incentives affecting competing upstream gas suppliers seeking access to the Greek transmission system. Latest development On 2 February 2017, the notification was withdrawn. Parties State Oil Company of Azerbaijan Republic ( SOCAR) and DESFA SOCAR is entirely owned by the Republic of Azerbaijan. Its operations span exploration of oil and gas fields; the production, processing and transport of oil, gas and gas condensate; and the marketing of petroleum and petrochemical products in Azerbaijan and in overseas markets. In Greece, SOCAR engages in gas production and the upstream wholesale sale of gas within the...
CASE HUB ARCHIVED —this archived case hub reflects the position at the date of the abandonment of the transaction on 28 February 2022; it is no longer maintained. See further, timeline. Case facts Overview of the European Commission’s merger probe into the planned acquisition of Recticel SA by Greiner AG ( M.10319). The deal entails horizontal overlaps in the technical foams market. Latest developments On 28 February 2022, the parties withdrew their notification to the Commission after announcing that they had abandoned the transaction. Parties Greiner AG ( Greiner): Headquartered in Austria, this family-owned company produces and supplies plastic packaging, medical technology, machinery and foam worldwide for a range of applications. Recticel SA ( Recticel): Recticel is headquartered in ......
CASE HUB ARCHIVED This archived case hub records the position as at the decision date of 26 July 2012; it is no longer maintained. For details, see the case facts and timeline provided. Case facts Outline of the European Commission’s merger investigation into United Technologies’ acquisition of Goodrich ( Case M.6410). Latest developments On 26 July 2012, the Commission cleared the merger subject to commitments. These included the disposal of Goodrich’s electrical power generation ( AC) business and engine controls for small aircraft engines. Rolls Royce were also given an option to acquire Goodrich’s lean burn fuel nozzle research and development programme......
CASE HUB ARCHIVED This archived case hub sets out the position as at the decision date of 23 March 2021; it is no longer updated. See the timeline and commentary for further details. Case facts Outline European Commission merger review of the planned acquisition by Essilor Luxottica S. A. of Grand Vision ( Case M.9569). The deal features a horizontal overlap within the optical retail market. Latest developments On 23 March 2021, the Commission approved the proposed transaction subject to commitments. To resolve competition concerns, the Commission accepted Essilor Luxottica’s pledge to, amongst other measures, sell parts of its retail operations in Belgium, Italy and the Netherlands. Parties Essilor Luxottica S. A. ( Essilor Luxottica): A French– Italian, vertically integrated multinational based in Paris and the world’s largest eyewear supplier, with over 9,100 retail stores globally. It was created on 1 October 2018 following the combination of the Italian...
CASE HUB ARCHIVED –this archived case hub reflects the position at the date of the decision of 4 October 2016; it is no longer maintained. See further, timeline. Case facts Outline European Commission review of the planned purchase of Faiveley Transport by Wabtec ( Case M.7801). The deal entailed horizontal overlaps across EEA markets for railway equipment systems and subsystems, with a particular focus on sintered friction materials for trains. Latest developments On 4 October 2016, the Commission approved the merger subject to conditions. As part of these commitments, the parties will sell Faiveley’s sintered friction materials unit, Faiveley Transport Gennevilliers ( FTG), thereby eliminating any overlap between Wabtec and Faiveley in the affected market. Parties Westinghouse Air Brake Technologies Corporation ( Wabtec) is a US-based company operating worldwide in the manufacture and supply of railway equipment, including complete brake systems, their subsystems, and pantographs. In the EEA, Wabtec holds...
CASE HUB ARCHIVED – this archived case hub records the position as at the decision of 4 February 2016; it is no longer maintained. See the timeline, commentary and related cases for further information Case facts Outline European Commission merger investigation into the proposed acquisition by Liberty Global of BASE Belgium ( Case M.7637). The deal features horizontal and vertical overlaps within Belgium’s telecommunications market. Latest developments The Commission cleared the transaction, subject to commitments, on 4 February 2016. Under these commitments Liberty Global: will divest BASE’s 50% stake in Mobile Vikings, an MVNO that runs on BASE’s network, to Belgian broadcaster Medialaan transfer a portion of BASE’s customer base to Medialaan— BASE and Medialaan currently have an agreement under which BASE sells mobile services under the JIM Mobile brand, owned by Medialaan; Liberty Global will move JIM Mobile customers to Medialaan has entered into an...
CASE HUB ARCHIVED –this archived case hub reflects the position at the date of the decision of 1 March 2018; it is no longer maintained. See further, timeline and commentary. Case facts The European Commission assessed Essilor’s planned acquisition of Luxottica ( Case M.8394). The merger presented both horizontal and vertical connections across the optical lenses and eyewear markets. Latest developments After a phase II inquiry, the Commission issued an unconditional clearance on 1 March 2018. Parties Essilor, a French-based business, manufactures ophthalmic lenses and ophthalmic optical equipment. Its leading brands are: Varilux Crizal Transitions Eyezen Xperio Essilor also provides optical machines, optical instruments and eyewear, and operates optician retail activities, predominantly outside Europe. Luxottica, an Italian-based company, designs and markets premium, luxury and sports eyewear, including Ray- Ban, Oakley and Persol, plus over 15 licensed brands such as Armani, Chanel, Dolce & Gabbana, Prada and Versace. Luxottica also operates optician retail...
CASE HUB ARCHIVED – this archived case hub reflects the position as at the decision date of 5 May 2015; it is no longer maintained. See further, timeline Case facts Overview of the European Commission’s merger probe into setting up a full‑function joint venture uniting DE Master Blenders with Mondelēz International’s coffee operations. The Commission referred the deal to a phase II review on 15/12/2014. Approval was granted, subject to commitments, on 05/05/2015. Parties Douwe Egberts Master Blenders 1753 B. V. ( DEMB) is a Netherlands‑based coffee and tea company. It supplies coffee and tea across Europe, Brazil, Australasia and Asia, and owns brands including L' Or, Douwe Egberts, Senseo and Merrild. DEMB also runs coffee houses in the Netherlands. Its parent is Acorn Holdings B. V. ( AHBV), a Dutch company owned by an investor group led by JAB Holding Company s.a...
CASE HUB ARCHIVED – this archived case hub reflects the position at the date of the decision of 21 March 2018; it is no longer maintained. See further: timeline, commentary and related cases Case facts Outline European Commission merger review into Bayer’s proposed purchase of Monsanto ( Case M.8084). The deal features horizontal overlaps in: the supply of pesticides, notably non-selective herbicides the supply and licensing of vegetable seeds the supply of traits The merger would create the broadest pesticides portfolio and the strongest global positions in seeds and traits, resulting in the industry’s largest integrated player... Latest developments On 21 March 2018, the Commission granted conditional approval, subject to commitments. To resolve overlap concerns across seeds, pesticides and digital agriculture, the Commission accepted a significant divestment package... Parties Bayer Aktiengesellschaft ( Bayer) is a diversified German business engaged in the development and supply of...
CASE HUB ARCHIVED This archived case hub records the position as at the decision date of 6 September 2018 and is no longer being updated. For additional detail, see the timeline and commentary. Case facts Summary of the European Commission’s merger review of Apple’s proposed purchase of Shazam ( Case M.8788). The deal raised non-horizontal issues linked to music streaming services. As the transaction did not reach the EU Merger Regulation thresholds, it was referred to the Commission under Article 22. Latest developments On 6 September 2018, following an in-depth phase II assessment, the Commission cleared the transaction unconditionally. Parties Apple is a US-based global technology company that designs, manufactures and markets mobile communication and media devices, portable digital music players and personal computers. It also distributes and sells digital content online via the ‘i Tunes Store’, the ‘ App Store’, ‘i Bookstore’ and the ‘ Mac App Store’. Of...
CASE HUB ARCHIVED –this archived case hub reflects the position at the date of the decision of 16 June 2015; it is no longer maintained. See further, timeline and related cases. Case facts Outline of the European Commission’s merger inquiry into setting up a full‑function joint venture uniting the online repertoires of three collective rights management organisations, PRS for Music Limited, Föreningen Svenska Tonsättares Internationella Musikbyrå u.p.a and Gesellschaft für musikalische Aufführungs‑ und mechanische Vervielfältigungsrechte. There are horizontal overlaps in the markets for the licensing of online musical works and administrative services supplied to ‘ Option 3 publishers’. Latest developments The Commission cleared the transaction subject to commitments on 16 June 2015 after a phase II investigation. The Commission has accepted the following commitments: PRSf M will not use its control over the performing rights it manages to compel ‘ Option 3 publishers’ or their service...
CASE HUB ARCHIVED This archived case hub sets out the position as at the decision date of 24 July 2018; it is no longer maintained. See further: timeline, commentary and related cases. Case facts Outline European Commission Article 101 TFEU investigation into vertical constraints on online sales of consumer electronic products imposed by Pioneer ( Case AT.40182). Latest developments On 24 July 2018, the Commission adopted its infringement decision against Pioneer, imposing a €10.173m fine (following an ‘informal settlement’), for setting fixed or minimum resale prices for its online retailers in breach of Article 101 TFEU. Parties Pioneer is a Japan-based company that manufactures digital entertainment products. Background The Commission began its investigation in February 2017 on the basis of information obtained during its e-commerce sector inquiry. Market(s) Markets for the manufacture, distribution and retail of consumer electronic products, in particular digital entertainment products......
CASE HUB ARCHIVED —this case hub sets out the position as at the date of the decision on 23 May 2024; it is longer maintained. See the timeline for further details. Case facts Outline of the European Commission’s Article 101 TFEU probe into whether Mondelēz International, Inc curtailed competition across several national markets for chocolate, biscuits and coffee by obstructing cross‑border trade in these items between EU Member States ( AT.40632). Latest development On 23 May 2024, the Commission adopted an infringement decision and levied a €337.5m fine for: (i) taking part in anti‑competitive agreements and concerted practices designed to limit cross‑border trade in numerous chocolate, biscuit and coffee products; and (ii) abusing a dominant position in certain national markets for the sale of chocolate tablets. Parties Mondelēz International, Inc ( Mondelēz): headquartered in the US, Mondelēz is among the world’s largest manufacturers of chocolate and biscuit...
CASE HUB ARCHIVED This archived case hub sets out the position as at the decision date of 12 July 2022; it is no longer updated. See further: timeline, Case facts, Outline. European Commission Article 101 TFEU probe into a cartel affecting sales of metal cans and closures in Germany ( AT.40522). Latest development On 12 July 2022, the Commission imposed fines of €31.5m on Crown and Silgan for infringing Article 101 TFEU by illicitly sharing commercially sensitive information and aligning their market approaches and co-ordinating aspects of their commercial strategies for sales of metal cans and closures in Germany. Parties Crown Cork & Seal Deutschland Holdings Gmb H and Crown Holdings Inc (together, Crown) Silgan Holdings Austria Gmb H, Silgan Holdings Inc., Silgan International Holdings B. V., Silgan Metal Packaging Distribution Gmb H, and Silgan White Cap Manufacturing Gmb H (together,...
CASE HUB ARCHIVED This archived case hub sets out the situation as at the decision date of 20 December 2012 and is no longer updated. Case facts Outline European Commission probe under Article 101 TFEU concerning Rio Tinto Alcan (reference COMP/39.230) Latest developments Commitments were formally accepted by the European Commission on 20 December 2012......
CASE HUB ARCHIVED —this hub records the position as at the decision date of 24 June 2024; it is no longer maintained. See also: timeline, commentary and related cases. Case facts Outline European Commission inquiry under Article 101 TFEU and/or Article 102 TFEU into the use of Apple’s App Store by developers offering apps that directly compete with apps or services supplied by Apple (excluding music streaming apps or ebooks/audiobooks apps, for which separate proceedings were initiated in cases AT.40437 and AT.40652). Latest development On 24 June 2024, the Commission stated it had closed the investigation......
CASE HUB ARCHIVED —this archived case hub reflects the position at the date of the decision of 13 January 2020; it is no longer maintained. See further, timeline and commentary. Case facts Outline European Commission merger inquiry into London Stock Exchange Group plc’s planned combination with the Refinitiv Business ( M.9564) transaction. The planned deal gives rise to horizontal and vertical overlaps across markets for trading and clearing of multiple financial instruments, and within financial data product offerings ( M.9564) in question. Latest developments On 13 January 2020, the Commission also approved the transaction subject to commitments. To resolve the Commission’s concerns, it accepted commitments proposed by London Stock Exchange Group. These commitments range from divesting the Borsa Italiana group to an appropriate purchaser ( LSEG has already concluded a sale and purchase agreement with Euronext) to behavioural and access undertakings lasting for a ten-year...
CASE HUB ARCHIVED – this archived case hub reflects the position at the date of the decision of 28 May 2014; it is no longer maintained. See further, timeline, commentary and related cases Case facts Outline of the European Commission’s merger review of Hutchison 3G UK’s proposed purchase of Telefónica Ireland ( Case M.6992). Latest developments The Commission approved the deal on 28 May 2014, subject to commitments in two parts: To enable near‑term entry by two MVNOs, with the option for one to evolve into a full MNO via later spectrum acquisition— H3G will provide up to 30% of the combined network’s capacity to two MVNOs in Ireland for a fixed fee through a dedicated ‘pipe’, which the Commission considered more suitable for Ireland than the prevalent pay‑as‑you‑go model elsewhere in Europe. In addition, five spectrum blocks will be divested from 01/01/2016 for ten years. To ensure Eircom...
CASE HUB (note–appeal lodged in Case T- 175/12 Deutsche Börse v Commission) ARCHIVED – this archived case hub reflects the position as at the decision of 1 February 2012; it is no longer maintained. See further, timeline and related cases. Case facts Outline: European Commission merger investigation into the proposed merger between Deutsche Börse and NYSE Euronext ( Case M.6166). The Commission blocked the transaction on 01/02/2012. Parties Deutsche Börse and NYSE Euronext Deutsche Börse is a German-based group active across all aspects of cash and derivatives markets. It runs the Frankfurt Stock Exchange and holds the majority of Eurex, which operates the Eurex Deutschland derivatives exchange. NYSE Euronext is a US-based company, dual-listed in the US and France. It operates multiple stock exchanges worldwide. Its four principal divisions are cash listing services, cash trading services, derivatives trading and clearing services, and information services and technology services. In Europe, NYSE runs...
CASE HUB NOTE—appeal lodged before the General Court in Case T- 334/19 ARCHIVED–this archived case hub reflects the position at the date of the decision of 20/03/2019; it is no longer maintained. See further: timeline, commentary and related cases. Case facts Outline European Commission investigation under Article 102 TFEU into Google ( Ad Sense) concerning online search advertising intermediation (case number AT.40411). Latest developments On 20 March 2019, the Commission adopted an infringement decision finding that Google misused its dominant position in the market for online search advertising intermediation through its “ Ad Sense for Search” offering. The Commission levied a €1.49bn fine on Google. Parties Google and its parent company, Alphabet. Google runs an online search service and, alongside it, a range of other services, including the “ Ad Sense for Search” intermediation service. Websites such as newspaper portals, blogs, or travel aggregators often include an embedded search tool. When a user...
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When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...
This Practice Note This Practice Note reviews mechanisms used in settling litigation. A Tomlin order consists of a consent order paired with a schedule. It operates to stay proceedings on terms that have been agreed. The provisions contained in the schedule may remain confidential. This Practice Note describes the scope of confidentiality attaching to the schedule and sets out how it differs from a standard consent order. Sample wording for a Tomlin order is included, alongside links to precedents, as well as guidance on court approval. It also addresses varying, setting aside and enforcing a Tomlin order, including the considerations the court will take into account when handling applications for each. Further guidance is provided on interpreting and applying the relevant provisions of the CPR; however, some courts and divisions impose very specific requirements for both drafting and approval, and for approaching the schedule and confidentiality issues. Accordingly, you must consider the particular rules and court guide provisions in the forum where your claim is proceeding when drawing up the Tomlin order...
Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...
I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...
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