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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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Use of comfort letters in finance transactions Comfort letters are encountered in finance transactions relatively often. They take different forms, and it is important for both the lender and the comfort letter provider to understand their legal effect. They are often used where the lender is unable to obtain a guarantee (for information on guarantees, see: Guarantees—overview). They are generally issued by a parent or holding company to give 'comfort' to a lender regarding support for a subsidiary in the context of a finance transaction. Their effect can vary widely, so the parties should be clear from the outset about the type of letter being issued and whether it is intended to be legally binding on the provider. In general, they are not legally binding. It is unusual to encounter a comfort letter that is intended to be binding......
This Practice Note sets out guidance on the principles of privilege in Scotland. As the matter tends to crop up more often south of the border, many of the leading cases are opinions from the jurisdiction of England and Wales. For guidance on: specific points for Scottish disputes lawyers, see Practice Note: Legal professional privilege in Scottish civil litigation specific points for Scottish corporate crime lawyers, see Practice Note: Legal professional privilege in Scottish criminal proceedings the position in England and Wales, see Privilege and without prejudice communications—overview and Practice Note: Privilege—general principles, which, in addition to outlining this area, link to more detailed guidance on different aspects of legal professional privilege Confidentiality and legal professional privilege in Scotland The principle of privilege is not identical in English and Scots law. In Scotland, it is frequently termed...
This Practice Note sets out, in broad terms, the route for petitioning the court to obtain a winding-up order on the just and equitable ground. Depending on the court handling the matter, you may need to observe additional requirements—see the section below: Court specific guidance. For definitions and key expressions used in relation to a just and equitable winding-up petition, see Practice Note: Just and equitable winding-up—what it is and when to use it— Key terms encountered when applying for a winding-up on the just and equitable ground. Preliminary considerations The focus here is chiefly on procedure where a just and equitable winding-up petition is issued as a stand-alone claim. As this is comparatively uncommon, variations in approach between, and indeed within, courts may arise, for example when listing a petition for initial directions. A request to wind up a company on the just and...
What is Companies House? Companies House is the official register for corporate information. It sits within the Department for Business and Trade (previously called the Department for Business, Energy & Industrial Strategy). This Practice Note concerns companies registered in England and Wales. To search for a company formed in Scotland or Northern Ireland, contact the relevant Companies House in Edinburgh or Belfast. Companies House’s core roles are to: incorporate and wind up limited companies review and retain in the Register of Companies information submitted under the Companies Act 2006 ( CA 2006) and related laws, including the Insolvency Act 1986 ( IA 1986) and make this data available to the public How do you carry out insolvency searches at Companies House? Before running any insolvency checks via Companies House, confirm which online third‑party search provider your firm already uses. If your...
Practice Note This Practice Note includes several tables that outline the statutory caps on compensation (together with the relevant calculations) for every category of employment tribunal claim, along with any required period of continuous service to qualify. It also details the prevailing limit on a week’s pay and the compensatory award, the minimum basic award (eg for trade union, health and safety, working time representative, pension scheme trustee and employee representative dismissals, among others), and the daily ceiling for guarantee payments. Each table links to all pertinent legislation and related Practice Note materials. Limits are arranged by subject area—for example, discrimination, whistleblowing and unfair dismissal. Use the links in the Table of Contents to move directly to the section you need. Annual uprating of the week’s pay limit, guarantee payments, maximum tribunal compensation, and similar thresholds takes effect on 6 April each year......
It is fairly common for a minor — that is, someone under 18 (formerly termed an infant) — to have a claim to a deceased person’s estate. Yet that minor cannot obtain a grant in respect of the estate while they remain under age, for example where they have been named as an executor, or stand next in the priority order for a grant of letters of administration on intestacy, or for a grant of letters of administration with Will annexed. Consequently, subject to the circumstances, a different person must take the grant for the interim until the minor reaches 18. What is ‘minority’ The Family Law Reform Act 1969 lowered the age of majority from 21 to 18, and that change applies to any deed, Will or other instrument (other than a statutory provision) executed on or after 1 January 1970. Where there is an...
This Practice Note offers a concise overview of the FIDIC Multilateral Development Bank ( MDB) Harmonised form (often referred to as the Pink Book) 2010. It highlights the main features of the Pink Book and identifies concepts handled or treated differently in the Red Book 1999, on which it is grounded. For a fuller comparison between the Red and the Pink Books, see Practice Note: FIDIC contracts— Red Book (1999 edition) and Pink Book compared. For a detailed primer on the Red Book (1999 edition), see Practice Note: FIDIC contracts—introduction to the Red Book 1999. In December 2017, FIDIC issued new editions of the Red, Yellow and Silver Books. For insight into what exactly changed in those releases, see Practice Note: FIDIC contracts 2017—what’s changed? [ Archived] and, for additional detail on the Red Book 2017 edition, see Practice Note: FIDIC...
This Practice Note offers practical guidance on correct execution of simple contracts and deeds for unincorporated associations. Unincorporated associations arise from agreement between members who come together, typically for a non-profit purpose. Examples include sports clubs or voluntary groups. For more information, see Practice Note: Unincorporated associations. We have created a collection that serves as a comprehensive, interactive resource to help users identify and navigate the concepts and common issues involved in executing documents. Each section or phase provides practical guidance, precedent clauses and Q& As relevant to that stage. For more information, see: Execution collection. Capacity An unincorporated association has no separate legal identity, meaning it cannot enter into contracts in its own name. As a result, it has no rights, cannot assume duties and cannot own property. Property said to ‘belong’ to an unincorporated association will be vested in the leading members of the...
This Practice Note reviews the European Union’s Sixth Money Laundering Directive ( EU) 2024/1640 ( MLD6), also referred to as AMLD6 or 6MLD. MLD6 repeals Directive ( EU) 2015/849 ( MLD4), as amended by the Fifth Money Laundering Directive ( EU) 2018/843 ( MLD5). It outlines the context for MLD6, key milestones, and principal measures, including national supervision of anti-money laundering ( AML) and counter terrorist financing ( CTF), beneficial ownership registers, and Member State Financial Intelligence Units ( FIUs). The timetable for Member States to transpose MLD6 varies by provision, running from 10 July 2025 to 10 July 2029. Overview MLD6 seeks to enhance consistency in practice and strengthen cooperation between national supervisors and FIUs. Accordingly, its rules concern supervision at both EU and national levels of the EU’s AML/ CTF legal and regulatory framework (including elements relating to financial...
This Practice Note examines how additional clauses—also referred to as special conditions—are used alongside the Standard Conditions of Sale ( Fifth Edition—2018 Revision) ( SCS) in residential conveyancing matters. Using the Standard Conditions of Sale ( Fifth Edition—2018 Revision) The SCS comprise a set of standard conditions forming the foundation of most contracts for buying and selling residential property in England and Wales. They prescribe the general terms on which the property is conveyed and deal with deposit payment, deduction of title, matters to which the property is sold, completion, late completion, and contractual remedies for breach. Where the Law Society’s Conveyancing Protocol ( Protocol) is adopted for a particular conveyancing transaction, the contract must incorporate the latest edition of the SCS. Using special conditions Step 13 of the Protocol provides that additional conditions should be inserted only where they are strictly necessary for the purposes of the...
NOTE—to check whether filing thresholds in ECOWAS and across the globe are met, consult Where to Notify. 1. Have there been any recent developments regarding the ECOWAS merger control regime and are any updates/developments expected in the coming year? Are there any other ‘hot’ merger control issues in ECOWAS? The Economic Community of West African States ( ECOWAS) is a regional organisation comprising 12 member states (being, Benin, Cabo Verde, Côte d' Ivoire, Gambia, Ghana, Guinea, Guinea Bissau, Liberia, Nigeria, Senegal, Sierra Leone, and Togo). Burkina Faso, Mali, and Niger withdrew from ECOWAS with effect from 29 January 2025. In May 2019, ECOWAS adopted a supra-national competition framework for its member states. The regional merger control system is anchored in Supplementary Act A/ SA.1/12/08 on Community Competition Rules and the Modalities of Their Application within ECOWAS ( Competition Rules Act 2008). In tandem, ECOWAS enacted the...
Commercial aircraft can be funded through a variety of channels, including backing from governmental or quasi-governmental bodies known as export credit agencies ( ECAs). The extent of ECA involvement in aircraft financing generally shifts with the supply of commercial funding available in the market. During periods of financial stress, when private finance is harder to secure, the share of aviation transactions supported by ECAs typically rises, and the reverse applies in stronger conditions. In recent years, the level of ECA support has moved more sharply than usual. Historically, the principal ECA-backed aircraft finance transactions related to Airbus and Boeing fleets. As many Airbus models are partly produced in the UK, France and Germany, the ECAs most commonly involved in financing Airbus aircraft have traditionally been: Export Credits Guarantee Department ( ECGD), a department of the UK government trading as UK Export Finance (for...
Introduction This overview considers confidentiality agreements in relation to acquiring the assets of a business (the business). Typically, a confidentiality or ‘non-disclosure’ agreement is put in place at an early stage of the transaction. The confidentiality terms may appear in a separate contract or be set out within heads of terms. It is more usual to use a standalone confidentiality agreement than to fold such terms into the heads of terms. Purpose of a confidentiality agreement On an asset purchase, the seller will provide the buyer with sensitive information about itself and the business so the buyer can perform due diligence. The seller’s key priority is that this information remains confidential and is safeguarded against unauthorised disclosure or misuse by the buyer (who might be a competitor) or by any other party to whom the information is...
Design liability When a party carries ‘design liability’, it accepts legal responsibility for some or all of a construction or engineering project’s design. On most schemes, the design is created and refined by multiple contributors—several consultants, the main contractor and, frequently, certain sub-contractors—each potentially carrying design liability. Those with such liability can be held to differing standards of care: some face an absolute duty to deliver a finished design that is fit for purpose, while others need only demonstrate reasonable skill and care. How design responsibility is distributed varies with the chosen procurement route, and the parties may also expressly adjust the applicable standard of care in the building contract and in consultant appointments. This Practice Note examines the issues around design duties and standards of care in what is often a contentious area between the employer and the...
This Practice Note outlines the legal position if a buyer or seller of residential property in question dies after exchange of contracts but before completion. It identifies the steps that should be taken, and what occurs where the buyer/seller comprises two or more persons and only one of them dies. It proceeds on the assumption that the contract for sale incorporates the Standard Conditions of Sale ( Fifth Edition—2018 Revision) ( SCS). See Practice Note: Standard Conditions of Sale ( Fifth Edition—2018 Revision)—a guide to the main provisions. It addresses scenarios where the parties are co-owners acting for themselves when buying or selling, but it does not address the position for other trusts of land. For guidance on trusts of land, see: Trusts of land for property...
This Practice Note provides an overview of the legal position relating to de facto and shadow directors of a company, pursuant to the Companies Act 2006 ( CA 2006) as well as the common law. Definition of 'director' CA 2006 provides a broad, inclusive description of a director as 'any person occupying the position of director, by whatever name called'. On that footing, and within that definition, the courts have recognised two classes of director: de jure directors, namely those directors properly and validly appointed in line with the company’s articles of association and CA 2006; and de facto directors A further category, described as 'shadow directors', is separately defined in CA 2006. A single individual may simultaneously fall into both shadow and de facto categories, for example where they perform a director’s role in one area of the business whilst directing the board in respect of...
A central aim of the Criminal Procedure Rules 2025 ( Crim PR 2025), SI 2025/909, is the efficient management of criminal proceedings. In Crim PR 2025, SI 2025/909, Pt 3 sets out the detailed provisions on active case management. Crim PR 2025, SI 2025/909, rr 3.1–3.15 apply to all matters in the magistrates’ court and the Crown Court alike. Crim PR 2025, SI 2025/909, rr 3.16–3.18 relate specifically to cases in the magistrates’ court. See Practice Note: Case management in the magistrates’ courts. Crim PR 2025, SI 2025/909, rr 3.19–3.34 govern Crown Court cases and are explained in this Practice Note. The Crim PR provide for two principal types of case management hearing in the Crown Court, which are outlined in greater detail below: plea and trial preparation hearings ( PTPHs), and further case management hearings ( FCMHs) An FCMH should be listed only where a...
Above all, be courteous to everyone at all times. Showing unfailing politeness to all concerned makes it difficult to go seriously wrong. The judge Ensure all mobiles are fully switched off before the judge arrives in court. Rise to your feet as the judge enters; the usher or the clerk will, in any event, remind you if you forget. Offer a bow when they reach the bench—their desk at the front of the court—and note that the judge will return the bow. You should also bow once more when they stand to leave the courtroom. At the beginning of proceedings, the judge will indicate when they are ready to hear from someone, and they usually invite the claimant’s advocate to go first. Addressing the judge For guidance on the correct forms of address for each level of the...
In a compulsory liquidation, the court can remove a liquidator from office. In a voluntary liquidation, the court may, where good cause is proved, remove the liquidator and name a replacement in their stead. Although section 172(2) of the Insolvency Act 1986 ( IA 1986) (governing compulsory liquidations) and IA 1986, s 108 (governing voluntary liquidations) are differently phrased, the same test applies: in substance, an order for removal requires good cause to be established. IA 1986, ss 108 and 172(2) do not specify who may seek removal. The court will decide whether an applicant has a sufficient interest to bring the application before the court. The applicant must duly show that they are entitled to apply and are a proper person to do so, in the circumstances, in that they possess a legitimate interest in the relief pursued. A creditor will...
Practice Note This Practice Note explains the rules for assembling court bundles in family cases before 2 March 2026, covering what documents must appear, the required format and how bundles should be lodged, as specifically set out in the Family Procedure Rules 2010 ( FPR 2010), PD 27A. It also gives practical direction on who must compile the bundle, the sanctions for failing to comply, and the necessary arrangements for the collection of bundles from the court prior to 2 March 2026 inclusive. From 2 March 2026, FPR 2010, PD 27A was wholly replaced with a revised version, see FPR 2010, PD 27A. This Practice Note records the bundle obligations in FPR 2010, PD 27A applicable before 2 March 2026 for historical and contextual reference. For the rules on court bundles from 2 March 2026, see Practice Note: Preparation of court bundles in family...
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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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