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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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Brexit impact— Euratom and the UK Nuclear Sector From 31 January 2020 (exit day), the UK was no longer an EU Member State. At 11 pm ( GMT) on 31 December 2020, the Brexit transition/implementation period concluded. In UK law, this moment—known as ‘ IP completion day’—ended key transitional measures and ushered in substantial changes across the UK’s legal framework. The UK’s withdrawal from the EU also entailed departure from Euratom. On 24 December 2020, the UK government announced agreement of the EU- UK Trade and Co-operation Agreement ( TCA), supported by several related declarations and agreements, including a distinct Nuclear Co-operation Agreement ( NCA) with the EU/ Euratom. The TCA and the NCA came into force on 1 May 2021. For more on the TCA and the NCA, see Practice Note: EU- UK Trade and Cooperation...
Overview The 1992 Convention on Biological Diversity ( CBD) broadened the scope and effectiveness of the international legal framework for the conservation of biological diversity and the sustainable use of its components. Its remit extends beyond biodiversity and governs issues such as the sustainable use of biological resources, access to genetic resources, benefit-sharing, access to biotechnology, and the risks of biotechnology. This was among two legally binding conventions adopted and signed at the United Nations Conference on Environment and Development ( UNCED), widely known as the Rio Earth Summit, convened in Rio de Janeiro, Brazil, in 1992. Endorsed by 150 government leaders, it is committed to advancing sustainable development. For information on parties to the convention, see: List of Parties. The other binding treaty concluded at UNCED was the United Nations Framework Convention on Climate Change ( UNFCCC). For further details, see Practice Note: United...
Practice Note This Practice Note provides an overview of the legal position on convening general meetings for both private companies limited by shares and public companies limited by shares. It equally applies to companies with equity shares listed on the Main Market of the London Stock Exchange and to companies with equity shares admitted to AIM. Members of the company may call and hold a general meeting at any time, at any point in the year and as often as required, so that members can pass resolutions to implement particular changes or to approve specified actions. The Companies Act 2006 ( CA 2006) prescribes the detailed rules for convening and conducting general meetings. Companies must also observe any provisions in their articles of association concerning the calling of general meetings, in addition to the CA 2006......
What are controlled waters? ' Controlled waters' is defined in the Environmental Protection Act 1990, Pt IIA ( EPA 1990) as having the same meaning as in the Water Resources Act 1991, Pt III ( WRA 1991), except that the description of 'ground waters' is altered. In essence, controlled waters comprise: relevant territorial waters (eg sea water extending up to three nautical miles) coastal waters (eg tidal waters) inland freshwaters (eg rivers, streams, watercourses, lakes, and non-tidal ponds) ground waters (eg water held within rock strata beneath the soil) For further detail, see Practice Note: Contaminated land—meaning of controlled waters under Pt IIA. What is pollution of controlled waters? ' Pollution of controlled waters' means the introduction into controlled waters of poisonous, noxious or polluting matter, or solid waste matter. ' Polluting' matter has a different sense from 'poisonous' or 'noxious' matter. Pollute or polluting carries its ordinary dictionary meaning, ie 'to make...
What are controlled waters for the purposes of Pt IIA? ' Controlled waters' carry, for EPA 1990, the meaning set out in Pt III of the Water Resources Act 1991 ( WRA 1991), save that the wording for 'ground waters' is altered. In broad terms, controlled waters comprise: relevant territorial waters (for example, seawater up to three nautical miles) coastal waters (for example, tidal waters) inland freshwaters (for example, rivers, streams, watercourses, lakes, and ponds that are not tidal) ground waters (for example, water held within rock strata beneath the soil) Relevant territorial waters ' Relevant territorial waters' are the stretch extending three nautical miles seawards from the baselines alongside England and Wales. This adopts a three nautical mile boundary rather than the 12 nautical mile territorial sea under the Territorial Sea Act 1987. The baseline is usually the low water mark around the coast of England and Wales......
Controlled waste is regulated by legislation. It is set out in Part II to the Environmental Protection Act 1990 ( EPA 1990)—see Definition of controlled waste below. This Practice Note considers the meaning of controlled waste in England and Wales only. Key provisions dealing with controlled waste The points below summarise principal provisions in England and Wales. Ban on unauthorised or harmful depositing, treatment or disposal of controlled waste, with fixed penalty notices: EPA 1990, s 33; section 69 of the Environment Act 2021 ( EA 2021). See Practice Note: Unauthorised or harmful deposit, treatment or disposal of waste. Waste duty of care relating to controlled waste: EPA 1990, s 34; Waste ( England and Wales) Regulations 2011, SI 2011/988, reg 35. See Practice Note: Waste duty of care—controlled waste. Need to register as a waste carrier when...
Why is registration required? The Waste ( England & Wales) Regulations 2011, SI 2011/988, stipulate that no person may act as a carrier, broker or dealer of controlled waste unless registered with the Environment Agency in England, or with Natural Resource Wales in Wales. Registration is a legal obligation, and failing to register when required constitutes an offence. Registering carriers, brokers and dealers helps organisations to meet their duty of care obligation to ensure controlled waste is transported and disposed of legally and safely. This duty applies broadly to any person who produces, imports, carries, keeps, treats or disposes of controlled waste, or who, as a broker, has control of such waste. Breach of the duty of care is an offence, with a penalty of an unlimited fine if convicted on indictment. It also helps the Environment Agency clamp down on...
A company is a controlled foreign company (a CFC) if it is: a company that is not resident in the UK, and controlled by individuals who are resident in the UK......
Post 1 October 2013 On 1 October 2013, section 69 of the Enterprise and Regulatory Reform Act 2013 ( ERRA 2013) took effect. For workplace injuries occurring from that date, civil liability no longer follows from a breach of health and safety statutory duty unless the particular regulation expressly provides for it. Practitioners must therefore establish negligence at common law. Although a claim should not be framed solely as a breach of regulation, claimant practitioners are still likely to rely heavily on the relevant statutory provisions—often setting them out—to illustrate the expected standards of care. In statements of case, regulations can be referenced as outlining procedures for identifying and assessing risk, and for implementing measures in response to such assessments. It is worth noting that the , SI 2005/1093 continue to impose criminal liability. Claims should proceed in negligence, with any breach of...
ARCHIVED: This archived Practice Note reviews the contribution notice issued by the Pensions Regulator to the overseas parent company of the loss‑making UK employer connected to the Bonas defined benefit pension scheme. Importantly, the contribution notice amount was cut from £5,089,000 to a markedly lower £60,000 when the parties reached a settlement following a summary hearing before the Upper Tribunal. The Pensions Regulator has cautioned that the judge’s remarks at that summary hearing about the appropriate level of a contribution notice are tied to the specific facts and context of the matter, and therefore should not be relied upon in other situations. This archived Practice Note is not maintained and is provided for background purposes only. For additional detail on contribution notices, see Practice Note: Contribution notices ( CNs). Facts Michel Van de Wiele ( VDW) was the Belgian parent company of Bonas Machine Company Ltd (...
Contravening professional diligence under DMCCA 2024 From 6 April 2025, the Digital Markets, Competition and Consumers Act 2024 ( DMCCA 2024) repealed and supplanted the consumer protection framework in the Consumer Protection from Unfair Trading Regulations 2008 ( CPUTR 2008), SI 2008/1277. This Practice Note addresses the offence of breaching professional diligence under DMCCA 2024. The statutory elements for this offence under DMCCA 2024 broadly replicate those found in CPUTR 2008, SI 2008/1277. For commentary on unfair commercial practices within DMCCA 2024, see News Analysis: The new law relating to unfair commercial practices. Note CPUTR 2008, SI 2008/1277 continues to govern behaviour that occurred before DMCCA 2024 commenced. For information on contravening professional diligence under the previous regime, consult Practice Note: Contravening professional diligence under the Consumer Protection from Unfair Trading Regulations 2008 [ Archived]. For context on how DMCCA 2024 developed and an...
By their very nature, construction schemes are susceptible to turbulent economic shifts or incidents that influence the cost and availability of the goods, materials and labour required to perform the works. Consequently, delay or disruption may follow, and budget blowouts are common, especially on major schemes. For instance, in 2021 the UK construction sector grappled with scarcities and surging prices of essential goods and materials, which negatively affected productivity across multiple areas. A rebound in worldwide demand for construction products after the worst phases of the coronavirus ( COVID-19) pandemic in 2020—when manufacturing capacity was harmed across the globe—together with reduced distribution capability and other pressures, disrupted supply chains end to end, producing price inflation, extended lead times and shortages. Materials hit included timber, steel, cement, roof tiles, paints and electrical components. In 2022, matters were compounded by the outbreak of war...
Contractual set-off Set-off gives Party A, to whom Party B owes money, the means to secure payment by netting the sum due against Party A’s separate liability to Party B arising from another dealing. Where a creditor and debtor have mutual transactions, the creditor may deduct from the debt owed to them any amount they themselves owe to the debtor. See Practice Note: What is set-off and when is it available? Contractual set-off is one of the five principal types identified in Practice Note: Types of set-off. It arises where the parties have created a right of set-off by an express contractual term. Parties use it to widen or restrict the set-off rights available at general law; however, it cannot change the scope or operation of insolvency set-off, which applies mandatorily despite any contractual arrangement between the parties—see Practice Note: Types of set-off—...
Categories of contractual damages—pecuniary loss This Practice Note examines the principal categories of contractual damages available for financial (pecuniary) loss: expectation-based damages, reliance-based damages and gains-based damages. For help with recovering wasted expenditure arising from a breach, see Practice Note: Contractual damages—damages for wasted expenditure and management time. For overarching guidance on contractual damages, consult Practice Note: Contractual damages—general principles, which cites Baron Parke in Robinson v Harman on the compensatory aim of damages for breach, namely that a party who has suffered loss through breach is entitled ‘to be placed in the same situation, with respect to damages, as if the contract had been performed.’ For advice on claiming damages for non-financial loss following breach of contract, see Practice Note: Contractual damages—non-pecuniary losses. Be aware that contracts frequently attempt to limit or exclude the losses recoverable for a given breach, a source of...
This Practice Note outlines the pros and cons of adopting a contractual joint venture arrangement, and also highlights the usual categories and forms of contractual joint ventures......
This Practice Note highlights important cases and related material concerning the construction of finance documents. The cases are organised by topic and include: Cases on the principles of contractual construction Examples of court construction of finance documents Cases on the principles of contractual construction Names of parties • Judgment date • Case summary • Relevant content Investors Compensation Scheme v West Bromwich Building Society [1998] 1 All ER 98 — 19 June 1997: A leading House of Lords decision setting out the core principles for construing contracts. In his speech, Lord Hoffmann identified five construction principles, frequently cited in the foremost authorities on contract interpretation. See Practice Note: Contract interpretation—the guiding principles Chartbrook Homes Ltd v Persimmon Homes Ltd [2009] 4 All ER 677 — 1 July 2009: Although courts were slow to accept that formal contracts contained...
Overview This Practice Note sits within our LLB Contract Law series, designed expressly for law students. It sets out the doctrine of frustration as a route by which contractual duties are discharged in English law. It sketches the conceptual foundations of frustration and separates it from discharge through performance, breach, or mutual agreement. The Note traces the doctrine’s evolution from Taylor v Caldwell [1861–73] All ER Rep 24 to the modern, markedly different approach in Davis Contractors v Fareham UDC [1956] AC 696. It analyses the main classes of frustrating events, including destruction of the subject matter, personal incapacity, failure of a contemplated event to occur, supervening illegality, and war, and explores the doctrine’s boundaries, including self-induced frustration and agreements in which the parties have allocated risk. It also sets out the legal effects, namely automatic discharge and the statutory...
THIS PRACTICE NOTE APPLIES ONLY TO PENSION SCHEMES IN ENGLAND AND WALES What is contractual enrolment? Contractual enrolment happens when workers are placed into a pension scheme through the terms of their employment contract and, by incorporation, the scheme rules. By comparison, auto-enrolment brings workers into a qualifying scheme automatically under the statutory framework in the Pensions Act 2008 ( Pen A 2008). The main benefit of contractual enrolment is that if an employer contractually enrols all its workers into a qualifying pension scheme—including those whom it is not required by law to auto-enrol—it does not have to assess every worker under the auto-enrolment regime. For this reason, contractual enrolment is often considered a simpler route than auto-enrolment. However, the interaction between contractual enrolment and the auto-enrolment regime can create administrative complexity or uncertainty. Employers should therefore record which workers have joined...
Debt Protocol or Practice This Practice Note explains how to interpret and apply the pertinent CPR provisions. Depending on the forum hearing your case, you may need to account for extra requirements—details appear below. It also outlines the pre-action steps a court would ordinarily expect before starting a contractual debt claim. Specifically, it summarises the approach envisaged by the Pre- Action Protocol for Debt Claims ( Debt Protocol), potentially relevant to debts pursued by a business (including a sole trader or public body) against an individual (including a sole trader), and the Practice Direction— Pre- Action Conduct and Protocols ( Practice Direction), which covers most other debt claims. For further guidance on debt claims, see: Practice Note: Starting a contractual debt claim—a practical guide Practice Note: Debt claims Practice Note: Discharging a contractual debt Starting a contractual debt...
This Practice Note This Practice Note sets out a hands-on framework for dealing with disagreements about the proper construction of a contract. It draws on the principles of contractual construction contained in the following Practice Notes and should be considered alongside that guidance: Contract interpretation—the guiding principles Contract interpretation—rules of contract interpretation The situations in which such disagreements emerge are endlessly diverse. Yet, whether it surfaces as a client approaching you about an unforeseen demand from a contracting counterparty, or as the reply from a third party on whom you have served such a demand, the core refrain is the same—‘that’s not what was agreed’. Once that contention is made, practitioners will typically seek to conclude the dispute promptly and without resort to costly proceedings. A firm understanding of how a court would tackle the construction of the disputed term(s) will allow you to make...
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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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