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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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Negotiation Guide This Negotiation Guide sits within the Practical lease negotiation collection. See also Practice Note: New starter guide—entering into new commercial leases. An alterations clause sets out how far (if at all) a tenant may undertake alterations to the demised premises. Contemporary commercial leases usually separate alterations into: prohibited alterations alterations allowed with the landlord’s consent alterations allowed without the landlord’s consent If, unusually, the lease contains no alteration restrictions, the tenant may carry out any alterations to the demised premises. More often, commercial leases impose a general ban on alterations, with carve-outs for defined categories of works (eg internal non-structural changes) that may proceed either with, or without, the landlord’s prior consent. Drafting by exception in this manner helps to minimise confusion and reduce the risk of future disputes. The scope of permitted alterations—and any conditions attached to them—is shaped by the nature of the...
ARCHIVED: This Practice Note has been archived and is no longer being maintained or updated for future use at present. At 11 pm ( GMT) on 31 December 2020, the implementation period — designed to allow the UK to move away from the EU’s legal framework and bodies — formally came to a close in the UK. That moment in time (termed ‘ IP completion day’ within this note) triggered immediate, material changes to the UK’s domestic legal order and regulatory landscape. This Practice Note briefly outlines what this meant in practice for the following areas and themes of Commercial law and practice: Overview—what happened on 31 December 2020 Commercial law implications of the EU- UK Trade and Cooperation Agreement Advertising Agency Confidential information Consumer protection Contract clauses Contract breach and remedies Contractual joint ventures Data...
FORTHCOMING CHANGE : The Renters’ Rights Act 2025 obtained Royal Assent on 27 October 2025. For guidance on the Act’s effect on residential tenancies in England, see Practice Note: Renters' Rights Act 2025—key provisions. Law Society guidance on green leases The Law Society’s Guidance on Green Leases and Minimum Energy Efficiency Standards sets out what green lease drafting involves, what this means for solicitors and their clients, why green leases matter, how they affect the market and client demand, and model green lease clauses. It covers commercial property in England and Wales only. The key points are summarised below. What is green lease drafting? ‘ Green lease drafting’ refers to provisions by which landlord and tenant assume clear responsibilities and obligations to minimise carbon emissions linked to the sustainable development, operation and occupation of a property. Examples include energy efficiency measures, such as obtaining and/or...
Commercial letters of credit Commercial letters of credit (sometimes called traditional letters of credit or L/ Cs) are used to facilitate the movement of goods in both international and domestic trade. They are commonly adopted as the method of payment under contracts of sale, especially where a seller is concerned about a buyer’s creditworthiness or the legal framework of the buyer’s jurisdiction. They are also referred to as documentary letters of credit or documentary credits. By comparison, standby letters of credit form a distinct type and serve a different role. They are applied in similar situations to on demand guarantees or performance bonds, providing a mechanism to secure payment or other obligations. They operate as a form of quasi-security. For information on standby letters of credit, see Practice Note: Characteristics of standby letters of credit and Q& A: What is the...
This Practice Note This Practice Note covers simple contractual debts that arise in commercial dealings. It does not address the following: banking and mortgages—see Lexis+® UK Banking & Finance ( Practice Note: Banking & Finance—new starter guide and related content) consumer debts—see Lexis+® UK Financial Services (eg: Consumer credit agreements—overview and related content) rent arrears—see Lexis+® UK Property Disputes (eg: Recovering rent arrears and related content) Note: it does not cover The Debt Respite Scheme ( Breathing Space Moratorium and Mental Health Crisis Moratorium) ( England and Wales) Regulations 2020, SI 2020/1311. These have limited effect on business debts; if your debtor is an individual, check whether the scheme applies. See: LNB News 16/07/2020 36— The Debt Respite Scheme ( Breathing Space Moratorium and Mental Health Crisis Moratorium) ( England and Wales) and LNB News 24/12/2020 68— Insolvency Service publishes guidance on the Debt...
Commercial contracts— Egypt— Q& A guide [ Archived, 2022 edition] This Practice Note offers a jurisdiction-specific Q& A on commercial contracts in Egypt, issued within the Lexology Getting the Deal Through series by Law Business Research (published: January 2022). Authors: Eldib Advocates— Richard G Tibichrani; Mohamed Abdel Rehim 1. Is there an obligation to use good faith when negotiating a contract? Article 148/1 of Egyptian Civil Law No. 131/1948 provides that contractual obligations must be performed in good faith by both parties. Accordingly, Egyptian law—and therefore the courts—upholds the good faith principle even where a contract is silent on it. This approach is considered to reach into the pre-contractual stage. 2. How are ‘battle of the forms’ disputes resolved in your jurisdiction? Under Egyptian law, courts generally treat the last version of the contract agreed before performance begins as the binding agreement between the parties. Notably, it was...
This Practice Note outlines the eligibility criteria a company must satisfy to seek admission in the equity shares (commercial companies) segment, as prescribed by the UK Listing Rules ( UKLR) for listing. It further reviews where the relevant provisions originated in the former Listing Rules, and explains the principal changes when measured against the earlier regime that applied before 29 July 2024 in practice. Included too is an overview of historic premium listing eligibility criteria that were not retained for the commercial companies listing category going forward. Eligibility requirements for the equity shares (commercial companies) listing category The tables below provide a synopsis of the eligibility criteria applicable to a company seeking to list equity shares in the equity shares (commercial companies) category, together with information on the provenance of each requirement in the former Listing Rules (those in effect before 29 July 2024) back...
Commercial (or corporate) benefit Once a company’s capacity and authority to enter into a guarantee have been confirmed, the next question is whether there is a commercial (or corporate) benefit in doing so. Commercial benefit can be a particular concern in finance transactions that include a guarantee, as the guarantor company is often taking on a significant contingent financial liability for the obligations of a third party (typically the principal debtor to the lender—see Practice Note: Guarantees— Whose obligations are guaranteed?). On the face of it, giving such a guarantee may not seem to be in the guarantor’s commercial interests. See the Q& A: In what circumstances do I really need to worry about commercial (or corporate) benefit? This Practice Note considers the issues that arise in relation to commercial benefit when a company provides a corporate guarantee......
This Practice Note examines the scope of the Commercial Agents ( Council Directive) Regulations 1993 (the Commercial Agents Regulations), SI 1993/3053. It outlines how the Commercial Agents Regulations apply, clarifies who qualifies as a Commercial Agent under them, identifies categories of individuals excluded who might otherwise fit that description, addresses the secondary activities exclusion, and considers sub-agents. Background The Commercial Agents Regulations took effect on 1 January 1994, giving domestic effect to Council Directive 86/653/ EEC ( OJ L 382/17), the EU Commercial Agents Directive. Although originating in EU law, they were preserved by the European Union ( Withdrawal) Act 2018 (as amended) from 11 pm on 31 December 2020 ( IP completion day). They have not been revoked by the Retained EU Law ( Revocation and Reform) Act 2023 ( REUL( RR) A 2023) and, from 1 January 2024, are treated in the UK as...
Civil justice reform Consult our Practice Note: Civil justice reform in Scotland—virtual hearings and electronic submission of documents for up-to-date guidance on how the Scottish civil courts manage remote hearings and the electronic signing, sending, transmission and lodging of documents. The Practice Note supplies pragmatic and procedural direction for commercial actions raised in the Court of Session. It also addresses the current rules and practice applicable to such proceedings, including virtual hearings and electronic processes today. For details on: substantive and procedural points to weigh before starting a civil claim in the Scottish courts, including the Court of Session’s jurisdiction, see Practice Note: Starting a civil claim in Scotland the Court of Session’s function, composition and the binding force of its judgements, see Practice Note: Civil court structure in Scotland Key: commercial clerks...
This Practice Note addresses commencing arbitration under the 2023 Arbitration Rules of the Stockholm Chamber of Commerce ( SCC) Arbitration Institute (the 2023 SCC Rules). The 2023 SCC Rules govern SCC arbitrations begun on or after 1 January 2023, save where the parties stipulate otherwise. Considerations before filing a Request for Arbitration Pre-arbitration considerations The choice to initiate arbitration proceedings warrants careful reflection. Arbitration entails a significant investment of both time and funds, and prospective claimants are therefore advised to examine the issues with care before lodging a request for arbitration. Relevant matters include the following: has the claimant pursued all suitable pre-arbitration settlement avenues? does the claimant have strong prospects of success? This typically calls for an assessment of legal and factual matters. Do the applicable contractual and legal terms sustain the claimant’s position? Does the documentary and witness material underpin the...
This Practice Note offers guidance on initiating arbitration under the Hong Kong International Arbitration Centre ( HKIAC) Administered Arbitration Rules 2024 (the 2024 HKIAC Rules; HKIAC 2024). As outlined in Practice Note: HKIAC (2024)—the HKIAC Administered Arbitration Rules—application and key features, the 2024 HKIAC Rules generally govern HKIAC arbitrations begun on or after 1 June 2024, unless the parties agree otherwise; where proceedings began before 1 June 2024, the 2018 HKIAC Rules will usually apply, subject to any party agreement to the contrary. For an overview of HKIAC and its organisational framework, see Practice Note: HKIAC—background to and structure of the institution. How to commence an HKIAC arbitration The process for launching an arbitration under the 2024 HKIAC Rules aligns closely with other institutional regimes. A party wishing to commence arbitration (ie the claimant(s)) under the 2024 HKIAC Rules must...
ARCHIVED This Practice Note reflects provisions revoked on 1 April 2013 and is retained solely for historical reference... How to commence detailed assessment proceedings Proceedings begin when the receiving party serves the paying party with: a notice of commencement in the appropriate practice form ( N252) a copy of the bill of costs At this stage the court is not involved; there is no requirement to file either the notice of commencement or the bill of costs at court. These documents must also be served on any other relevant persons, who, upon service, become parties to the proceedings. The Practice Direction sets out the procedure for commencing proceedings and should be consulted in detail......
This Practice Note This note sets out the substantive and procedural points to address when beginning a civil action in the Scottish courts. It covers: prescription and limitation considerations enquiries to carry out before raising proceedings the jurisdiction of the Court of Session and the sheriff courts, and forum choice specialist rules applying to particular categories of action pre-action protocols relevant to certain types of claim service of the action The note is intended to be neutral regarding procedural rules. It should be read alongside the applicable rules and any practice notes on specific procedures. For an overview, see: Scottish DR: courts and civil procedure—overview. For guidance on issues to evaluate before bringing a civil claim in Scotland, and on initiating and advancing a claim, see: Scottish DR: prescription and...
Any mention of Articles in this Practice Note refers to the Articles of the Dubai International Arbitration Centre’s 2022 Arbitration Rules ( DIAC, the DIAC Rules). The arbitration shall be governed by the DIAC Rules in force at the time DIAC arbitration proceedings commence, together with any subsequent amendments to those Rules, unless the parties have expressly chosen to apply the DIAC Rules in effect on the date the underlying arbitration agreement was concluded ( Article 2.3). Prior to commencing an arbitration Before starting an arbitration under any institutional rules or on an ad hoc basis, reflect on the points below: does the arbitration clause you invoke encompass the whole of the dispute you intend to advance in these proceedings? have any pre-arbitration requirements been initiated, fully completed, and properly documented? are there any limitation matters and prima facie questions concerning contract law formation,...
ARCHIVED: This Practice Note has been archived and is not maintained . NOTE: On 5 September 2023, CIETAC unveiled revisions ( Revisions) to its 2015 arbitration rules, responding to growing demands for agility and effectiveness in the digital age and developments in international arbitration practice, following a revision plan initiated in April 2021. Covering more than 30 articles, the Revisions address: Digital case management Multi-tiered arbitration agreements Jurisdiction Multi-contract arbitrations Arbitral procedures Other challenging issues The Revisions take effect on 1 January 2024 and apply to all CIETAC arbitrations commenced from that date. CIETAC’s current arbitration rules have been in force since 1 January 2015 (the CIETAC Rules 2015). This Practice Note is UNDER REVIEW—it presently reflects CIETAC’s structure and role as set out in the CIETAC Rules 2015. It covers arbitration under the CIETAC Arbitration Rules 2015 ( CIETAC Rules), which...
This Practice Note sets out guidance on initiating ad hoc arbitration proceedings under the Arbitration Act 1996 ( AA 1996). Prior to starting the arbitration Arbitration proceedings ought not to be commenced without first carefully evaluating the potential consequences and risks of entering a formal dispute resolution process. Practice Note: The role of in-house counsel in international arbitration offers practical guidance on key considerations for in-house counsel, and those advising them, in relation to pre-arbitration issues. The scope for settlement of the parties’ dispute should likewise be weighed at the pre-arbitration stage—see Practice Note: Settlement in arbitration. Before commencing arbitration, the parties and their lawyers should also carefully review the applicable dispute resolution provisions and consider whether there is any contractual obligation to undertake mediation or any other form of ADR procedure before referring the dispute to arbitration. It is common for dispute...
The Control of Major Accident Hazards Regulations 2015 ( COMAH 2015), SI 2015/483, seeks to avert major workplace accidents and establish controls so that, if an incident does occur, the consequences for people and the environment are limited. COMAH 2015 operates by defining core duties for all obligated sites/businesses and also sets a tiered regime, imposing tighter controls on businesses handling dangerous substances above stated thresholds. The Health and Safety Executive ( HSE) issues guidance on applying the COMAH regime, and operators are urged to follow it, and to review and update, where necessary, risk assessments and emergency arrangements under COMAH. This supports ongoing compliance and risk reduction. Legislative framework COMAH 2015 received Royal Assent in March 2015 and came into force on 1 June 2015. COMAH 2015 implemented the requirements of Directive 2012/18/ EU of the European Parliament and of the Council of 4 July 2012 on the...
This table outlines all concluded investigations by the Colombian competition authority (the Superintendence of Industry and Commerce— SIC) into suspected cartels, anti-competitive agreements and abuses of dominance since 2018. Note—only cases that have been made public appear here. 2022 Investigations under Article 1 of Law 155 of 1959 Logistics: Transportes Especiales FSG; HDL Logística; 9 individuals — restrictive agreements (bid-rigging). Infringement decision on 02/08/2022; fines totalling COP $3.8bn. Construction: 4 undertakings (listed here) — cartel. Infringement decision on 14/07/2022; fines totalling COP $101.5m. Liquor: 3 undertakings and 5 individuals (listed here) — cartel. Infringement decision on 07/07/2022; fines totalling COP $17.6bn. Auction services: 5 undertakings and 5 individuals (listed here) — restrictive agreements and cartel. Infringement decision on 23/06/2022; fines totalling COP $3.8bn. Logistics: Transportes Especiales FSG; HDL Logística; 9 individuals — restrictive agreements (bid-rigging). Infringement decision on 22/06/2022; fines totalling COP...
This ‘how to’ resource, presented as a practical toolkit, explains how to conduct redundancy consultation when statutory collective consultation duties arise. It sets out the approach an employer should take when engaging with appropriate representatives in a redundancy context, and maps the steps for consulting both representatives and individual staff. For a how to guide on consulting with individuals where statutory collective consultation obligations do not apply, see Practice Note: How to carry out individual redundancy consultation. Initial considerations—what kind of consultation is required When managing a redundancy scenario, an employer’s first question is whether it must consult collectively with the workforce (or appropriate representatives) or proceed solely with individual consultation. The employer will need to consult collectively with staff in the following circumstances: it proposes to dismiss as redundant 20 or more employees at a single establishment within any period of 90 days or less (see:...
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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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