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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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This Practice Note sets out when search and seizure warrants can be sought and the method for doing so under section 352 of the Proceeds of Crime Act 2002 ( POCA 2002). It details the statutory preconditions for securing a search and seizure warrant, including situations where a production order has failed or is unsuitable, the application route under the Criminal Procedure Rules 2025 ( Crim PR 2025), SI 2025/909, and the particulars that must be included in a warrant. It also addresses the effect and execution of search and seizure warrants, how the safeguards in the Police and Criminal Evidence Act 1984 ( PACE 1984) and the relevant Codes of Practice apply, and the offences that may arise from obstructing or assaulting officers carrying out a search and seizure warrant issued under POCA 2002, s...
Failing to provide a specimen Under section 7 of the Road Traffic Act 1988 ( RTA 1988), a person commits an offence if, when required to provide a specimen of breath, blood or urine for analysis, they fail to do so without reasonable excuse, whether they have driven, attempted to drive, or not. For detailed guidance on the requirement to provide a specimen, see Practice Note: Evidential specimens in road traffic cases. Failing to give permission for a laboratory test A separate offence arises where an individual supplies a blood sample but, without reasonable excuse, does not give permission for a laboratory test of that blood specimen. In those circumstances, they are guilty of an offence under RTA 1988, s 7( A)......
This Practice Note outlines the legal and regulatory landscape for assessing whether an arrangement amounts to a contract of insurance, and the potential ramifications of undertaking activities connected to such contracts without the requisite regulatory permissions. For more detail, refer to Practice Note: Identifying contracts of insurance in English law—an introduction, and the decision tree in Identifying a contract of insurance—flowchart. The legislative and regulatory background There is no precise or exhaustive statutory definition of a ‘contract of insurance’ in English insurance law. Under the Financial Services and Markets Act 2000 ( Regulated Activities) Order 2001 ( RAO), SI 2001/544, a ‘contract of insurance’ means ‘any contract of insurance which is a contract of long-term insurance or a contract of general insurance’. Determining whether an agreement is a contract of insurance is significant because such contracts are likely to fall within the meaning of a...
Generally, to secure a conviction for a criminal offence, it must be shown that a person: engaged in conduct that is prohibited, failed to act in a legally required way (omission), brought about a particular state of affairs, and possessed the requisite mental element (mens rea) while the criminal act was being carried out. For details on the required mental element, see: State of mind—overview. That said, some offences—chiefly those created by statute—impose strict liability, meaning the prosecution need not prove fault or any mental element. See Practice Note: Strict liability. Actus reus The criminal conduct or act constituting an offence is termed the actus reus, and this behavioural component is the defining feature of any offence. Certain offences require the behaviour to produce a specified consequence; others merely require that the behaviour occurs, and any resulting outcome is...
The refusal of a gift before it is accepted is known as a disclaimer. Freedom to disclaim The law does not oblige a beneficiary to accept a testamentary gift against their wishes. A beneficiary is at liberty to decline a gift if they choose. As Abbot CJ observed in Townson v Tickell, the law is not so absurd as to compel someone to take an estate against their Will. Although any estate, whether given by Will or otherwise, is presumed to benefit the recipient, he is the best judge; if he decides it is not beneficial, the law will, by some means, permit him to renounce or refuse it. A beneficiary may disclaim by: in writing by deed by conduct Retracting a disclaimer For a person sui juris, a disclaimer is ordinarily final; a disclaimer executed by deed binds the maker as any other deed would. It has been...
ARCHIVED: This Practice Note is archived and no longer maintained. From 6 April 2025, the Consumer Protection from Unfair Trading Regulations 2008, SI 2008/1277, are revoked and replaced by the Digital Markets, Competition and Consumers Act 2024 ( DMCCA 2024). However, CPUTR 2008, SI 2008/1277 continues to govern any conduct that occurred before 6 April 2025. For guidance on contravening professional diligence under DMCCA 2024, see Practice Note: Contravening professional diligence under the Digital Markets, Competition and Consumers Act 2024... The offence of contravening professional diligence The offence of contravening professional diligence is a criminal offence within the Consumer Protection from Unfair Trading Regulations 2008, SI 2008/1277 ( CPUTR 2008). See Offences under the Consumer Protection from Unfair Trading Regulations 2008 [ Archived]. Regulation 3 prohibits unfair commercial practices. A commercial practice is unfair where it, among other things: fails to meet the...
Express lifetime declarations Where an express lifetime declaration creates a trust, the settlor simply states that they hold the trust property on trust absolutely for the specified person or object. The declaration must be unequivocal, and the settlor should communicate the trust’s terms to the beneficiaries. The following must be satisfied: there is property capable of being made subject to a trust the trust complies with any formal validity requirements the terms are sufficiently certain (essential validity) the trust’s purpose is not unlawful Evidential requirements—personalty Provided the conditions for essential validity are met, a declaration of trust concerning personalty (other than an equitable interest) may be made: in writing orally or, in exceptional circumstances, by conduct There are no legal rules prescribing a particular form for a declaration of trust over personalty. Nevertheless, it is prudent practice to record all terms in a...
This Practice Note outlines what must be in place for a dispute to be fit for referral to adjudication. In brief, a dispute must: have crystallised—such that the responding party has had a chance to review the claim and reject it before any Notice of Adjudication is served comprise a single dispute (though it can encompass several issues) not have been previously decided (in a prior adjudication, court or arbitration) or resolved by agreement For guidance on the entitlement to adjudicate generally, see Practice Note: The right to adjudicate. Crystallised dispute If no dispute has crystallised, nothing can be put before an adjudicator under HGCRA 1996, s 108(1), and the adjudicator will accordingly have no jurisdiction......
This Practice Note outlines the core structure of a UK commercial debt sale, the responsibilities of the parties, and the main points within the sale papers, including how each party mitigates relevant risks. It also examines the debt sale and purchase process; the make-up of a debt sale and purchase agreement; the supporting documentation; operative provisions; warranties; and the onward transfer of a purchased debt portfolio. Background The debt sale and purchase market is a key route for lenders and debt sellers to lessen balance sheet exposure. It is frequently used to realise value from under-performing accounts, yet transactions arise across all categories of debt: regulated mortgages, loan and card agreements regulated by the Consumer Credit Act 1974 ( CCA 1974), specialist obligations such as store card debt, and distressed or insolvent debt. While the type of debt influences the detail of the sale...
Practice Note This note summarises the applicable law on limitation arising in claims against constructive trustees, encompassing claims against company directors and other parties in disputes alleging breach of fiduciary duty. It examines section 21(1) of the Limitation Act 1980 ( LA 1980) and identifies the situations in which that provision applies, outlining when and how it is engaged in such cases......
There are several different ways an easement may terminate, and this Practice Note concentrates mainly on unity of seisin, also referred to as unity of ownership, for the purposes of this discussion. For other circumstances in which an easement might be extinguished, consider: abandonment—please see Practice Note: Easements lost by abandonment express agreement—for example, please see Precedent: Deed of release of easement statute—for example, please see Practice Note: Section 203 powers—interference with rights for development purposes the carrying out of works required by a statutory order that further render the easement incapable of exercise, or the lawful removal of the structure over which the easement is enjoyed See further guidance: General: Encyclopaedia of Forms and Precedents [1190]. Unity of seisin Unity of ownership Unity of seisin (in modern terms, unity of ownership) is where the ownership of the freehold interest in both the...
This Practice Note This Practice Note explains the influence of parties’ contributions, both financial and non-financial, on an application for a financial order, together with the operation of section 25 of the Matrimonial Causes Act 1973 ( MCA 1973) and Schedule 5, Part 5 to the Civil Partnership Act 2004 ( CPA 2004). It examines direct and indirect input, distinguishes matrimonial from non-matrimonial/civil partnership property, considers the ‘mingling’ of assets, and recognises special contributions. It also outlines practical points where contributions are in dispute. In financial remedy proceedings, the court must take account of a range of factors specified in MCA 1973, s 25 and CPA 2004, Sch 5, Pt 5, para 21(2)......
Tort and delict claims— Article 7(2) Brussels I (recast) This Practice Note outlines the treatment of tort and delict actions under Article 7(2) of Regulation ( EU) 1215/2021, Brussels I (recast). It explains what constitutes such claims for the purposes of Article 7(2) and sets out how the provision should be construed. A central issue in applying this rule is pinpointing the place where the damaging event happened, which is assessed with illustrations for particular categories of claim. The Practice Note also addresses scenarios involving co-defendants and applications for negative declarations that a party bears no liability in tort or delict. It should be noted that Article 7(2) departs from the default position in Article 4 of Regulation ( EU) 1215/2021, Brussels I (recast), namely that proceedings are brought in the courts of the jurisdiction where the defendant is domiciled. For...
This Practice Note closely explores the function of state immunity in connection with arbitration proceedings in the Russian Federation. For a concise introductory guide to state immunity and arbitration, see Practice Note: State immunity and arbitration—general considerations. In addition, for further Practice Notes addressing state immunity across a broad range of jurisdictions worldwide (including England and Wales), please see our ‘ State immunity’ subtopic: State immunity and arbitration—overview. State immunity—the Russian legal framework The Russian Federation ( Russia) follows a restrictive, rather than absolute, approach to state immunity. This was not always the position. Russia’s restrictive stance on state immunity took effect on 1 January 2016, when Federal Law No 297- FZ ‘ On jurisdictional immunities of foreign state and property of foreign state in the Russian Federation’ of 3 November 2015 (the Law on Immunities) entered into force. The Law on...
A private foundation is a legal person created by an individual, a family, or a collective of individuals for the founders’ benefit. It may equally be established for charitable or philanthropic aims. Historically, foundations are closely linked indeed to civil law territories, most prominently in Liechtenstein, and also Austria, Switzerland, Panama, St Kitts, Seychelles, Nevis, Anguilla, Malta, Curaçao and the Netherlands Antilles; they appear less commonly in common law states such as the Bahamas, where they were introduced in 2004. In more recent times, common law centres including Jersey, the Isle of Man, Guernsey and Mauritius have also enacted statutes permitting the creation of foundations. What is a foundation? Foundations trace their roots to civil law systems. An early antecedent was the Roman law device known as the fideicommissum, employed to circumvent limits on who might be named as an heir. For instance, if A wished to pass...
This Practice Note sets out guidance on recovering pre-action costs under Part 36, outlining the circumstances in which such costs are available and the position where a Part 36 offer is made and accepted before any claim is issued... Can pre-action costs be recovered under Part 36? Yes. On 6 April 2015 the CPR were amended to codify earlier authority confirming that pre-action costs fall within Part 36 (see the Court of Appeal in Solomon v Cromwell Group (2011)). The rules now make clear that Part 36 costs recovery encompasses ‘recoverable pre-action costs’ (subject to the extent of what counts as ‘recoverable’, addressed below). The principal provisions are: CPR 36.7(1)—which provides that a Part 36 offer can be made at any stage, including prior to the commencement of proceedings CPR 36.13(1)—concerning a claimant’s recovery of costs where a Part 36 offer is...
Private M& A transactions Private M& A transactions, whether involving the sale and purchase of a company or a business, are brought to a close by an exchange (or signing) of contracts and a subsequent completion (or closing) of the deal. At exchange, the parties sign and deliver the formal documentation for the transaction, including a share purchase agreement or an asset purchase agreement. At completion, the necessary formalities to finalise and implement the transaction are carried out, such as delivery of title certificates (for shares or otherwise) and any other assets. Exchange and completion may take place simultaneously or be separated, depending on whether the agreement governing the transaction is unconditional or conditional, respectively. They can also occur at face-to-face meetings or be conducted virtually (by telephone, email or other electronic means of communication). For further information, see Practice Note: Issues arising where there is...
This Practice Note offers direction on interpreting and applying the pertinent provisions of the Civil Procedure Rules ( CPR). Requirements can vary depending on the court in which your case is progressing, so be alert to any extra provisions—for further guidance, see: Court specific guidance. The Note concentrates on preparing the particulars of claim for a claim issued under CPR 7. It should be read together with Practice Note: Drafting statements of case, which supplies general guidance on statements of case, including formatting requirements, the requirement for a statement of truth, and the filing of statements of case. For general information on using CPR 8 (the alternative procedure where there is no substantial dispute of fact), see Practice Note: CPR Part 8 claims (alternative procedure for claims). Particulars of claim—part of claim form or separate document? Where practicable, the particulars of claim should be...
This Practice Note is part of Share purchase transaction collection. The disclosure process requires the seller to prepare a disclosure letter, which is finalised and signed on exchange. Although both it and due diligence involve supplying the buyer with information about the target, the letter serves a distinct function. It enables the seller to qualify the warranties set out in the warranties schedule to the share purchase agreement, thereby limiting potential liability under them. If, after a buyer’s warranty claim, the seller can demonstrate that a matter was disclosed to the buyer (and that the standard of disclosure in the share purchase agreement was met), the buyer’s claim will not succeed. The disclosure letter includes: general disclosures: information and documents of a general nature (such as searches of public registers) that are deemed disclosed to the buyer (even though general disclosures are usually a short list, the...
This Practice Note sets out whether the claim form must be sealed before service within the jurisdiction of England and Wales. Does the claim form need to be sealed prior to service? Proceedings begin when the court issues the claim form ( CPR 7.2(1)), which is evidenced by the application of the court seal. The CPR glossary explains that a seal is the mark placed on a document to show it has been issued by the court. When considering the seal on a claim form, note that: the court may apply the seal by hand or by printing a facsimile on the document, including by electronic means a document that appears to bear the court’s seal is admissible in evidence without further proof (section 132, Senior Courts Act 1981) General requirement—service of the original sealed claim form A claim form cannot be validly served unless the seal has been...
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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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