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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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Banking regulation— Andorra— Q& A guide This Practice Note presents a jurisdiction-specific Q& A overview of banking regulation in Andorra, published within the Lexology Getting the Deal Through series by Law Business Research (law as at 31 December 2022). Authors: Cases & Lacambra— Miguel Cases; Laura Nieto. 1. What are the principal governmental and regulatory policies that govern the banking sector? Andorran banking oversight prioritises the resilience and effectiveness of banks and other domestic financial institutions operating within the financial system, with the aim of reinforcing international market confidence in Andorra’s banking industry and safeguarding the interests of clients and investors. The regulatory framework rests on the fundamental reserve of activity principle. Under this rule, only banks duly authorised by the Andorran Financial Authority ( AFA) are permitted to undertake core banking functions, including accepting deposits and other client funds, as well as issuing any form of...
Article 101(1) TFEU outlaws agreements liable to affect trade between Member States whose object or effect is to prevent, restrict, or distort competition within the common market. Nonetheless, EU case law makes clear that limiting a party’s economic freedom does not automatically amount to a ‘restriction of competition’ under Article 101(1). The Court of Justice has suggested, for example, that it can be doubtful there is any interference with competition where a clause truly appears necessary for an undertaking’s move into a new area. That observation gave rise to the ‘ancillary restraints doctrine’, with the EU Courts and the European Commission ( Commission) acknowledging that certain limitations are not ‘restrictions of competition’ within Article 101(1) when, having regard to the ‘legal and economic context’, they are shown to be necessary to protect the parties’ legitimate interests under the...
This Practice Note outlines guidance on orders the court may make that are ancillary to a freezing injunction, with particular emphasis on passport orders and receivership orders supporting such relief. For guidance on orders compelling disclosure of information about the defendant’s assets—whether granted before or as part of a freezing injunction, and capable of later supplementation—see Practice Note: Freezing injunctions—asset disclosure. For guidance on freezing injunction applications and the applicable principles, see: Freezing injunctions—guiding principles Freezing injunctions—post-judgment Freezing injunctions against third parties—the Chabra jurisdiction Freezing injunctions—the application Freezing injunctions—the draft order This Practice Note also addresses the interpretation and application of the relevant CPR provisions. Depending on the court in which your matter is progressing, you should also be alert to any additional provisions—see further the main section titled Court specific guidance below. Orders ancillary to freezing injunctions In addition to granting injunctive relief, the court has power to make...
Law firms might be caught by the consumer credit regime: by acting as the lender under a consumer credit agreement, for example in relation to their fees by carrying out ancillary consumer credit work, including activities such as debt adjusting This Practice Note focuses on the latter—ancillary consumer credit activities. For detailed guidance on the impact of the consumer credit regime on your firm’s fee arrangements, see Practice Note: Consumer credit and client fee arrangements. For an overview of the consumer credit regime as it applies to law firms, see Practice Note: Consumer credit and law firms. Undertaking particular ancillary consumer credit activities without authorisation from the Financial Conduct Authority ( FCA) constitutes an offence......
This Practice Note is part of the Lexis+® UK Corporate Private equity buyout transaction collection. To carry out fully every element of the acquisition strand of a private equity buyout, the deal will necessitate preparation of certain ancillary documents (some of which will call for more negotiation than others). Those ancillary papers will be produced either by the corporate lawyer responsible for drafting the share purchase agreement ( SPA), or by a more junior colleague too. Some will be executed on exchange and others at completion (depending on whether these milestones occur at exactly the same time). Ancillary documents may include: loan note instrument (where part of the consideration is to be satisfied through the issue of loan notes by the buyer) board minutes (each of the buyer, seller and target company will need to hold board meetings to approve various matters at...
This Practice Note outlines major updates to Precedent: AML, CTF and counter‑proliferation financing policy—law firms, applicable from January 2018. Amendments to other Practice Compliance resources are logged in Practice Note: New and updated content 2025— Practice Compliance [ Archived], together with prior versions, accessible within the subtopic: New and updated content... 2025 Month Change and reason May Various revisions prompted by the LSAG April 2025 update (published April 2025), including: slight adjustment to section 11.12.3 on reporting exceptions under Proceeds of Crime Act 2002 minor wording edits in section 21.2.3 amendments to section 21.4.2(a), leading to deletion of section 21.4.2(j) extra text in sections 26.2 and 26.5 on CDD for beneficial owners new section 26.7 reminding that unusual corporate structures are a specific risk factor in the MLR 2017 that may call for EDD new sections 28.3 and 28.4 giving...
UK tax-advantaged share options UK tax-advantaged share options are issued under written agreements that meet the statutory conditions set out in Part 7 and the pertinent Schedules of the Income Tax ( Earnings and Pensions) Act 2003 ( ITEPA 2003) legislation. To secure the favourable tax treatment available, those arrangements must fully align with, and continue to satisfy, the applicable provisions of ITEPA 2003 throughout. The main categories of tax-advantaged share option plans are as follows: enterprise management incentives ( EMI) schemes company share option plans ( CSOPs) save as you earn ( SAYE) schemes There are occasions, from time to time, when a company (or the option holder) may look at varying options that have already been granted and are in place. These may include, without limitation, situations where: the option has been drafted to lapse in specified scenarios (eg where the option holder leaves employment with the company for a...
The amendment of the EU Treaties is essential for the development of the European Union This enables the Union’s laws and policies to be adjusted over time to fresh challenges that the EU must confront, and to deepen the level of integration already attained. Prior to the Lisbon Treaty taking effect, there was only a single route available for revising the Treaties. That path mandated a compulsory Intergovernmental Conference ( IGC), meaning a conference of representatives of the governments of the Member States, convened by the President of the Council on a compulsory basis. In light of the protracted period required to reach agreement on Lisbon, its authors opted to permit, in the years ahead, limited Treaty changes without the obligation to hold an IGC. The Lisbon Treaty also amended the ordinary revision process slightly, by strengthening the involvement of the European...
This brief overview succinctly outlines the steps a company follows, in practice, when it adds, deletes or modifies its objects. For a fuller examination of the matters and procedures commonly involved in changing a company’s articles of association, refer to Practice Notes: A company’s constitution and Amending the articles of association for background and context. Objects of companies incorporated before 1 October 2009 Under the Companies Act 1985 ( CA 1985) and earlier regimes, companies had to set out their objectives in the memorandum of association document. Those stated aims, termed the objects clause, limited the company’s purpose, the sorts of business it could undertake in law and the contracts it was lawfully able to enter into. From 1 October 2009, when the Companies Act 2006 ( CA 2006) took effect, nearly all provisions in the memorandum of a pre‑existing company have, for...
CASE HUB ARCHIVED – this archived case hub reflects the position at the date of the decision of 4 August 2020; it is no longer maintained. See further, timeline and commentary Case facts Outline UK merger inquiry into Amazon’s completed purchase of certain rights and a minority shareholding in Deliveroo. The deal gives rise to horizontal overlaps in the markets for online restaurant meal delivery and online convenience grocery delivery. Latest developments On 7 September 2020, the CMA released a notice (dated 26 August 2020) confirming two penalties against Amazon under section 110 of the Enterprise Act 2020. These sanctions followed Amazon’s failure to comply with two separate section 109 notices issued by the CMA, which required the provision of specified information and documents during the phase 2 investigation into its completed acquisition of certain rights and minority stake in Deliveroo. The CMA imposed fines...
NOTE—appeal filed before the General Court in Case T-425/18 ARCHIVED – this archived case hub captures the position as at the decision date of 24 April 2018; it is no longer maintained. See further, timeline, commentary and related cases. Case facts Outline European Commission merger investigation carried out under Articles 4(1) and 7(1) EUMR into Altice’s failure to notify and gun-jumping in connection with its 2015 acquisition of PT Portugal. Latest developments On 24 April 2018, the Commission adopted an infringement decision and levied a €124.5m fine on Altice. The Commission found that Altice implemented the takeover of PT Portugal before notifying or securing approval from the Commission under the EU Merger Regulation, breaching Articles 4(1) and 7(1) of that Regulation. Parties Altice is a Dutch-based multi-national telecommunications company. Prior to the acquisition of PT Portugal, Altice operated in Portugal through two subsidiaries, Cabovisão and ONI. Cabovisão supplied pay TV, fixed...
ARCHIVED: This archived Practice Note reviewed the key themes of the Alternative Investment Fund Managers Directive ( AIFMD) and its application in the UK before the end of the Brexit implementation period at 11pm ( GMT) on 31 December 2020 ( IP completion day). For information on how the AIFMD applies in UK law after IP completion day, see Practice Notes: Impact of Brexit: AIFMD—quick guide [ Archived] and UK regulation of alternative investment fund managers—essentials... What is the AIFM Directive? The Alternative Investment Fund Managers Directive ( AIFMD) created a secure, harmonised EU framework for overseeing and supervising alternative investment funds, including private equity and venture capital funds. It seeks to promote greater transparency and stability in the operation of such funds by: tracking the risks that Alternative Investment Fund Managers ( AIFMs) pose to their investors,...
Alternative care People with care and support needs can receive assistance from family members, friends and other relatives as part of a holistic package tailored to meet those needs. This support may sit alongside, or even replace, help from the local authority ( LA). Where LAs consider that an adult may have eligible care and support needs, they must carry out an assessment to determine whether such needs are present, and the nature of the support required. In R (on the application of Antoniak) v Westminster City Council, the High Court clarified the meaning of ‘needs’ within Part 1 of the Care Act 2014 ( CA 2014). When conducting a needs assessment under CA 2014, the exercise is to assess an individual’s needs without reference to the help and support they already receive. A need that is currently met is...
Amendments to a Will A testator who has already prepared a Will might later decide to change it, whether ahead of signing or afterwards. In many situations, the wiser option is to produce a new Will, or to add a codicil, setting out the change in clear, precise terms, thereby avoiding ambiguity. Where an alteration is proposed after execution, it must comply with section 21 of the Wills Act 1837 ( WA 1837). That provision, in summary, makes any obliteration, interlineation, or other change made post-execution ineffective, except to the extent that the earlier words or effect are not apparent, unless the alteration is executed in the same way as the Will itself. Nevertheless, the Will, treating the alteration as part of it, will be deemed duly executed if the testator’s signature, together with the witnesses’ subscription, appears in the margin or in some other part of the...
This Practice Note explains the considerations and procedure relevant to the allocation of financial remedy proceedings. It addresses where proceedings should be brought, the tests applied when allocating cases to district judges, circuit judges and High Court judges, and distinguishes allocation at High Court judge level from a transfer to the High Court. It also explores allocation questions arising with freezing and search orders, claims for financial relief following an overseas divorce, requests for reallocation, and applications made in ongoing or concluded matters. Save for a few rare circumstances, financial remedy claims are issued, case managed and determined in the Family Court. The Financial Remedies Court operates as a specialist tier within the Family Court. See Practice Note: The Financial Remedies Court for details of its structure. ‘ Financial remedy’ bears the meaning given in the Family Procedure Rules 2010 ( FPR 2010), SI...
Following the establishment of the Family Court on 22 April 2014, substantial revisions were made to which types of cases are assigned to the various judicial tiers within the Family Court, and to the remedies available at each level. For a general overview of allocation and transfer, see Practice Note: The Family Court—allocation and transfer of proceedings. Specific rules apply to transfers to the High Court. Where a case needs a High Court judge, it will be heard in the Family Court by a High Court judge. Cases will not be moved to the High Court simply because they are complex. No transfer may take place unless directed by the President of the Family Division or a High Court judge. The President’s guidance dated 28 February 2018 (later revised by Sir Andrew Mc Farlane from 24 May 2021) emphasises that...
The UK’s rules on hybrid and other mismatches The UK’s regime tackling hybrid and other mismatches (described in this Practice Note as the hybrid rules) has been in place since 1 January 2017 and is intended to neutralise tax mismatches arising from how a hybrid instrument or hybrid entity is treated for tax purposes. While the hybrid rules typically address cross-border arrangements spanning two or more jurisdictions, they may equally extend to transactions that are entirely domestic within the UK. In particular, the hybrid rules focus on: deduction/non-inclusion mismatches ( D/ NI mismatches), ie where a payment made under a hybrid mismatch arrangement is deductible for tax in the payer jurisdiction but is not brought into the taxable income of a payee or a related party investor, and double deduction cases ( DD cases), ie where a payment under a hybrid...
ARCHIVED: This archived Practice Note examines international jurisdiction for employment disputes brought before 1 January 2021—that is, which court or tribunal should hear an employment claim where the worker is based overseas or the employer is foreign. Please note that, for proceedings commenced on or after 1 January 2021, jurisdiction is governed by the Civil Jurisdiction and Judgments Act 1982 ( CJJA 1982). For further detail, see Practice Note: International jurisdiction—the Civil Jurisdiction and Judgments Act 1982 in employment cases. The Note explores the effect of Brexit and IP completion day and reviews the pertinent provisions of the Brussels I (recast) regime that applied to proceedings issued before 1 January 2021. That framework remains relevant when interpreting CJJA 1982... Brexit impact From exit day (31 January 2020) the UK ceased to be an EU Member State; however, under the transitional terms in the October...
Brexit impact At 11 pm ( GMT) on 31 December 2020, the transition/implementation period that followed the UK’s exit from the EU drew to a close. This moment—known in UK law as ‘ IP completion day’—brought key transitional measures to an end and triggered major shifts across the UK’s legal framework. Any alterations pertinent to this content will be detailed below. From IP completion day, the European Union ( Withdrawal) Act 2018 ( EU( W) A 2018) established a fresh class of domestic UK law—retained EU Law ( REUL)—comprising EU-derived rights and instruments that were kept in force in the UK after Brexit. On 29 June 2023, the Retained EU Law ( Revocation and Reform) Act 2023 ( REUL( RR) A 2023) received Royal Assent. REUL( RR) A 2023 reshapes how REUL is handled by: revoking large tranches of REUL from 31 December...
Assimilated Regulation ( EU) No 1169/2011 on the provision of food information to consumers (the Assimilated FIC) sets out the overarching principles, requirements and responsibilities for food information, and in particular food labelling, in the UK. The Food Information Regulations 2014 ( FIR 2014), SI 2014/1855, provide the national enforcement framework for England. For details of the obligations placed on food business operators under these rules, see Practice Note: Food information and food labelling law. Offences under the Food Information Regulations Under FIR 2014, SI 2014/1855, reg 10, a failure to comply with specified provisions of the Assimilated FIC and FIR 2014 amounts to an offence. No mens rea is set out for this offence, making it one of strict liability. The reg 10 offence sits alongside the powers of food authorities to enforce FIR 2014, SI...
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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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