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Introduction to statutory interpretation The aim of statutory interpretation is to determine the legal meaning of a statute, that is, the sense that expresses the legislator’s intention. The clearest guide to that intention is the statutory wording itself, read in its context and with its overall purpose in mind, and its broader legislative setting. Courts should seek to fulfil the purpose of legislation by construing its language, so far as they can, in the manner that most effectively serves that purpose. Put differently, the courts’ default method is purposive, and every enactment is to be construed with that end in view. There is a starting presumption that the grammatical and ordinary sense of an enactment reflects the meaning intended by the legislator. Where an enactment reasonably bears only a single meaning, and no other interpretative tools or
This Practice Note addresses identifying a fiduciary, fiduciary duties and obligations, the no conflict rule, the no profit rule, a fiduciary's duty of confidence, and the remedies available for breach of fiduciary duty. Who is a fiduciary? There is no definitive catalogue of relationships that give rise to fiduciary obligations at common law in every situation universally. Certain relationships are inherently fiduciary, eg trustee and beneficiary, solicitor and client, principal and agent, business partner and co-partners, together with mortgagor and mortgagee. The obligations of some fiduciaries have been set out in statute; for instance, trustees owe a statutory duty of skill and care under section 1 of the Trustee Act 2000 (TrA 2000), and directors' relationships with their companies are addressed in the Companies Act 2006 too. For guidance on directors' fiduciary duties, see Practice Note: of directors for further detailed
Definition of ADR Alternative dispute resolution (ADR) is defined in the CPR Glossary as a collective label for methods of settling disputes other than through the usual trial process. Some courts adopt the term ‘negotiated dispute resolution’ (NDR) to describe resolution by alternative means; for ease, this Practice Note uses ADR. For guidance on how ADR is addressed in the various court guides, see Practice Note: ADR and NDR in the court guides. In essence, ADR is a means of resolving a dispute outside the court system. It typically involves a neutral third party who either helps the parties reach a negotiated outcome, or issues a determination of the dispute that is legally binding. A binding result can follow where the agreement to refer the dispute to ADR so provides. There are multiple forms of ADR processes. For an outline of the different types and their
In brief The British constitution is uncodified, meaning it does not spring from a single constitutional document or code. It draws on a wide range of written and unwritten sources. Alongside the principal written sources of law in England and Wales—legislation (which has also introduced international and human rights principles into our constitution) and the common law—the constitution also rests on two further unwritten bases within this system: the prerogative, and non-legal constitutional conventions. In addition, on one view the basic or prevailing principle of our constitution, Parliamentary sovereignty, is ultimately grounded in political fact rather than in law. Legislation Legislation is the foremost source of constitutional law. Acts of Parliament may set out detailed constitutional rules, or even pass authority to create them to ministers or to others. Under the doctrine of Parliamentary sovereignty, legislation is traditionally regarded as taking precedence over any other form or kind of
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This Practice Note examines ad hoc arbitration in China within the framework of Chinese law. China International Commercial Court. For a broader overview of ad hoc arbitration, see Practice Note: Ad hoc arbitration—an introduction to the key features of ad hoc arbitration. Requirement to provide an administering institution Arbitration in China falls under the Arbitration Law (promulgated by the Standing Committee of the National People’s Congress on 31 August 1994, effective from 1 September 1995, and amended in 2009, 2017 and 2025) (the Arbitration Law). Article 16 of the Arbitration Law mandates that parties to an arbitration agreement designate an institution in their agreement to administer the proceedings. This has been read as invalidating awards rendered in ad hoc arbitrations—i.e., proceedings conducted without institutional administration. Note that Chinese courts do not recognise precedent, and therefore there is no binding case law on this issue....
From 6 April 2016, ‘qualifying schemes’ are no longer permitted to apply active member discounts ( AMDs). The provisions giving effect to this prohibition are set out in: for DC occupational pension schemes, in the Occupational Pension Schemes ( Charges and Governance) Regulations 2015, SI 2015/879, reg 11 for workplace personal pension schemes, in COBS 19.6.11–12 What is an active member discount? An AMD—also called a deferred member penalty—means charging deferred members (described in the Occupational Pension Schemes ( Charges and Governance) Regulations 2015, SI 2015/879, as ‘non-contributing members’) more than active members (termed ‘contributing members’). To whom does the AMD ban apply?......
Types of environmental liabilities Environmental liabilities arise in relation to land, buildings and fixtures. Under caveat emptor/buyer beware, such liabilities and any capital expenditure needs will generally pass to the buyer as the new owner. Whether the seller remains on the hook depends on the applicable regime and whether the deal is an asset or share sale. For instance, in an asset sale, non-compliance with an environmental permit, or causing or knowingly permitting pollution, can still attach to the seller company or individuals after completion. The principal types are outlined below. Land Contamination, asbestos in soil, water pollution, environmental damage, landfills, fly-tipped waste, flooding, ground subsidence, sinkholes, coal mining, unexploded ordnance, radon, Japanese knotweed, wildlife and habitat protection, riparian ownership, shale gas, energy projects, planning conditions, high speed 2, cross rail, compulsory...
Buyer beware A buyer may assume substantial environmental liabilities arising from existing contamination and become accountable for other matters such as asbestos within buildings and Japanese knotweed. See Practice Note: Environmental issues in property transactions—acting for a buyer. Under the common law rule of ‘caveat emptor’—‘let the buyer beware’—a seller has no obligation to disclose material facts to a prospective purchaser. See Practice Notes: Property—enquiries before contract and Misrepresentation, misstatement and non-disclosure in property matters. A buyer can be liable for land contamination and water pollution where: they are an innocent new owner and no causers or knowing permitters can be identified they become a knowing permitter by reviewing an environmental report or by continuing to allow contamination on the land they assume legal or contractual responsibility for the seller’s environmental liabilities, for example where the sale contract contains the sold with...
In acquisition finance deals, the sponsor and management usually negotiate the equity papers, while lenders’ counsel are entitled to review drafts and provide comments on them where necessary. Lenders and their lawyers scrutinise particular provisions in the equity suite to confirm that the lenders’ interests are fully protected. Accordingly, lender approval of both the form and substance of those documents will typically be set as a condition precedent to the funding of the transaction. The main equity documents in an acquisition finance transaction are: the articles of association for the group’s top company (topco) in the structure the shareholders’ agreement, also called the investment agreement or the subscription and shareholders’ agreement service agreements and bonus scheme papers loan note instrument and the loan notes, and downstream loan agreement(s) This note makes a number of generally applicable observations before examining each document in turn. See Practice Note:...
This glossary sets out many of the expressions commonly used in the leveraged finance market. Words appearing in the definitions in bold are defined elsewhere in this glossary. For further banking terminology, please refer to the main Banking & Finance Glossary... Acquisition finance glossary— A Acceleration Acceleration is the formal action taken by the agent, on the instructions of the majority lenders, following an event of default, such as making a demand for early repayment of the loan. See Practice Note: Accelerating a loan for more information... Accordion feature/accordion facility An accordion, also called an incremental debt feature, is a mechanism in the facilities agreement that, provided specified conditions are satisfied (for example, pro forma compliance with a leverage test), permits those lenders under the facilities agreement who wish to do so to advance additional debt. The terms for that extra debt are typically captured in an...
What does this guide cover? This overview sets out the essentials of acquisition finance and signposts our Banking & Finance materials for readers with little or no background in the subject. It explains the meaning of acquisition finance, core terms, characteristics, the main participants and documentation, and the principal tasks undertaken by acquisition finance lawyers. For a fuller primer, refer to Practice Note: Introductory guide to acquisition finance. For a broader orientation to our banking and finance content, see: Banking & Finance—new starter guide. What is meant by acquisition finance? A buyer of a business commonly combines its own capital with third-party finance (for example, loans) to complete the deal. Put simply, acquisition finance refers to the debt portion of the funding used to purchase a company. It is commonly linked with leveraged buy-outs, and acquisition finance and leveraged finance are frequently treated as...
Practice Note This Practice Note sets out a high-level introduction and practical aid for solicitors, pointing to the matters to weigh up when buying or renting licensed premises in Scotland, noting the existence of separate licensing boards and their divisions, with variations in certain policies and application templates. Boards often require particular additional material when licensing applications are submitted. It outlines the core details that must be supplied by practitioners seeking premises or provisional premises licences, as well as variations and transfers of premises licences, including points to be assessed in respect of operating and layout plans. It is not meant to be an exhaustive statement of the law and does not address the full range of requirements of every licensing board in Scotland. It signposts the Licensing ( Scotland) Act 2005 ( L( S) A 2005), its numerous...
ARCHIVED: This Practice Note has been archived and is not maintained. An accumulation and maintenance ( A& M) settlement was a specific form of non‑interest in possession ( IIP) trust created to make provision for children and young adults until they reached 25. From 1975 to 2006, A& M settlements benefited from favourable inheritance tax ( IHT) treatment. That preferential position ended as part of the wide‑ranging reforms to the taxation of trusts introduced by the Finance Act 2006 ( FA 2006) (see Practice Note: Finance Act 2006 changes to trust taxation [ Archived]). At the same time, transitional provisions were put in place for A& M settlements made before 22 March 2006, permitting a degree of restructuring before 6 April 2008. This Practice Note considers the taxation of A& M trusts, both historically and under the post‑22 March 2006 rules. Although new A& M...
This Practice Note offers direct access to the actual bound and applied tariff rates for every World Trade Organization ( WTO) Member State, together with pragmatic direction on how to navigate and use the tariff schedules. Bound rates Bound rates represent the ceiling on duties that Member States levy on imported goods on a Most Favoured Nation ( MFN) basis. For practical guidance on bound rates and MFN treatment, please refer to Practice Note: An introduction to Trade in Goods. A Member State’s bound duties appear in its own schedule of commitments. Each such schedule is specific to the Member concerned. These schedules form an integral component of the General Agreement on Tariffs and Trade ( GATT) 1994 and, accordingly, are legally binding instruments......
CASE HUB ARCHIVED This archived case hub sets out the position as at the judgment dated 12 May 2015; it is no longer being maintained. See further: timeline, commentary and related/similar cases Case facts Outline Appeal to the General Court against the Commission’s decision of 18 September 2013 refusing full access to specific documents relating to two Spanish national competition proceedings, exchanged between the Commission and the national competition authority under the cooperation mechanism in Regulation ( EC) No 1/2003. On 12 May 2015, the General Court dismissed the action in full. Any EU citizen, or any natural or legal person resident in a Member State (or with its registered office there), enjoys a right of access to documents held by the EU’s institutions, bodies, offices and agencies—irrespective of format. Regulation ( EC) No 1049/2001 (the ‘ Transparency Regulation’) sets out the principles and...
Private claims in the English courts alleging breaches of competition law often run alongside inquiries by national and/or European competition authorities, even where they are not strictly follow-on from those investigations. Claimants frequently pursue disclosure of documents and/or information submitted to the competition authorities, or generated by them (‘regulatory material’). The passage of the Damages Directive, implemented in the UK through The Claims in respect of Loss or Damage arising from Competition Infringements ( Competition Act 1998 and Other Enactments ( Amendment)) Regulations 2017, SI 2017/385 (the Regulations), narrowed the opportunities for claimants to obtain regulatory material for use in future damages claims. What do we mean by ‘regulatory material’? This section briefly sets out the different kinds of regulatory material that may be sought and how they might be pertinent to a private enforcement...
ARCHIVED: This Practice Note is archived and is no longer being updated or maintained. It concerns Directive 2002/19/ EC of the European Parliament and of the Council of 7 March 2002 on access to, and interconnection of, electronic communications networks and associated facilities, as revised by Directive 2009/140/ EC (the Access Directive). It forms part of a suite of Practice Notes covering the key aspects of the EU regulatory regime for electronic communications. Across the EU, the supply of electronic communications networks and services in each Member State is subject to a common regulatory framework (the Framework), which initially consisted of five directives. The aim of the Framework was to create a harmonised system for regulating electronic communications networks and services throughout the EU. In December 2018, Directive ( EU) 2018/1972 establishing the European Electronic Communications Code ( Recast) (the European...
Anti-social behaviour ( ASB) ASB is an umbrella term capturing everyday occurrences of crime, nuisance, disruption, disturbance, annoyance and disorder. It covers behaviours such as: littering vandalism noise nuisance loud music aggressive dogs abusive neighbours Local authorities may need to respond to ASB in both housing and non-housing settings. In housing, a landlord might have to address issues between neighbours, members of the same household, or problems caused by uninvited visitors to estates. Outside a housing context, ASB can involve street drinking, gangs of youths and prostitution. Reform of anti-social behaviour powers (2014) The Anti-social Behaviour, Crime and Policing Act 2014 ( ABCPA 2014) obtained Royal Assent on 13 March 2014, overhauling the tools for tackling ASB. Its purpose was to streamline remedies and make processes simpler and more effective. In July 2014, the government issued statutory guidance, ‘...
This Practice Note sets out the consequences of failing to adhere to the Acas Code of Practice on Disciplinary and Grievance Procedures. Both employers and employees must follow the fairness principles contained in the Advisory, Conciliation and Arbitration Service ( Acas) Code of Practice on Disciplinary and Grievance Procedures. The Code’s foreword further urges employers and employees to try to settle disciplinary and grievance matters at work before taking them to the tribunals. As this encouragement appears in the foreword rather than the main text of the Code, it is not a statutory obligation. Acas has also issued a guide to the Acas Code of Practice on Disciplinary and Grievance Procedures. Although that guidance carries no statutory force, tribunals may consult it where there is uncertainty about the meaning of the Code itself. Such references are made solely to aid...
Three types of academy A large share of state-funded secondary schools in England now operate as academies. The Department for Education ( Df E) routinely releases a spreadsheet setting out the overall number of academies, with information on schools that have converted or are in the process of doing so. There are no academies in Wales. Although the Academies Act 2010 ( Ac A 2010) extends to Wales, the provisions for establishing and funding new academies apply solely in England. The statutory definition of an academy school appears in Ac A 2010, s 1A. In legal terms, academy schools are treated as independent schools, but their independence is from the local authority in whose area they sit, not from the state. a ‘special academy’ where it is arranged to provide special educational provision for pupils with special educational needs an...
FORTHCOMING CHANGE: The Charities Act 2022 ( CA 2022) secured Royal Assent on 24 February 2022. As detailed in the Charities Act 2022: implementation plan, its provisions are intended to take effect in three defined tranches over three stages: on 31 October 2022, on 14 June 2023, and in early 2024. For a digest of the CA 2022 measures already commenced, see Charities Act 2022: information about the changes being introduced. CA 2022 enacts the bulk of the recommendations from the Law Commission’s 2017 report, ‘ Technical Issues in Charity Law’. For a summary (as at 9 April 2021) of the recommendations that have been accepted, see News Analysis: Government response to Law Commission report ‘ Technical Issues in Charity Law’. A school within the maintained sector can move to independent academy status under the Academies Act 2010. Conversion takes place once the...
FORTHCOMING CHANGE: The Charities Act 2022 ( CA 2022) obtained Royal Assent on 24 February 2022. As explained in the Charities Act 2022: implementation plan, its provisions are intended to be commenced in three defined groups across three stages—on 31 October 2022, on 14 June 2023, and in ‘early 2024’. For an outline of what has been brought into effect so far, see Charities Act 2022: information about the changes being introduced. The CA 2022 enacts the bulk of the recommendations from the Law Commission’s 2017 report, ‘ Technical Issues in Charity Law’. For a synopsis (as at 9 April 2021) of the proposals that have been accepted, refer to News Analysis: Government response to Law Commission report ‘ Technical Issues in Charity Law’. In practice, while the same legislation applies to both, academies and free schools can differ...
Note: Although the Academies Act 2010 ( Ac A 2010) extends to Wales, the provisions enabling the establishment of new academies or free schools are confined to England. Therefore, this Practice Note relates solely to England. One much‑touted benefit of an academy or free school, when compared with a maintained school, is a degree of autonomy in setting the curriculum. That freedom is not absolute, naturally, yet it is greater by comparison. That relativity remains worth remembering here. The curriculum generally Ac A 2010, s 1A(1)(b) (as amended) obliges an academy or free school to meet the requirements in section 78 of the Education Act 2002 ( EA 2002) (which would otherwise bite only on maintained schools): namely, a balanced and broadly based programme of study that fosters the spiritual, moral, cultural, mental and physical development of pupils at the school and of society, and...
While the Academies Act 2010 ( Ac A 2010) extends to Wales, the powers to establish new academies and free schools are limited to England in scope. Accordingly, this Practice Note is relevant to England alone and should be read on that basis, for the purposes considered here. Who is the employer? In academies and free schools, the employer is the trust (that is, the trustees) or a proprietor. By contrast, in maintained schools the local authority or the governing body is the employer. For detail, see Practice Note: Teachers and staff in maintained schools. For more on status, see: Status and worker categories—overview. For guidance on school types, see: School organisation and regulation—overview, and for staff in maintained schools, see Practice Note: Teachers and staff in maintained schools. For more on governing bodies, see Practice Note: School...
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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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