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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 provides practical guidance on the proper execution of documents by non- Companies Act corporations This Practice Note offers practical direction on executing documents correctly for corporations outside the Companies Act. Such corporations arise under statute, like local authorities and building societies. A corporation has a legal identity distinct from its members, enabling it to enter contracts, own property, and bring or face proceedings in its own name. Here, the focus is on corporations aggregate (groups of persons) rather than corporations sole (a single office-holder). The expressions ‘body corporate’ and ‘corporation’ are broad and include entities constituted by: Statute: including building societies, co-operative or community benefit societies (formerly industrial and provident societies), and friendly societies A general Act of Parliament: such as local government authorities, corporations overseeing public services and industries, bodies with general administrative and advisory roles, and certain entities carrying out special...
This Practice Note outlines that Article 24 of Regulation ( EU) 1215/2012 ( Brussels I (recast)) grants to the courts in any EU Member State exclusive authority to rule on certain specific categories of claims, regardless of the defendant’s domicile or any contrary party agreement. It addresses disputes concerning immovable property ( Article 24(1)); matters relating to a company’s constitution, corporate governance, and the validity of decisions or acts ( Article 24(2)); entries in public registers ( Article 24(3)); intellectual property rights ( Article 24(4)); and proceedings for the enforcement of judgments ( Article 24(5)). For general guidance on how this article applies to third states, and on other provisions of the regulation pertinent to third states—namely Articles 18(1), 21(2), 25, 26, 33 and 34 of Regulation ( EU) 1215/2012, Brussels I (recast)—see Practice Note: Brussels I...
This Practice Note outlines various exclusions that may apply to particular regulated activities connected with investments. It provides a concise overview of the key principles of financial services regulation. In particular, it introduces the concept of the ‘general prohibition’ in section 19 of the Financial Services and Markets Act 2000 ( FSMA 2000), which states that a person must not undertake regulated activities in the UK unless that person is authorised or exempt... The general prohibition Under FSMA 2000, s 19, carrying on regulated activities in the UK is not permitted unless the person is authorised or exempt; this is known as the general prohibition. For details on the territorial reach of the general prohibition, see Practice Note: Territorial scope of the prohibition... According to FSMA 2000, s 31, an authorised person is someone who: has been granted permission by the Financial Conduct...
What are private placements? In this note, we use the term private placements to refer to placements of debt, arranged as loans or notes; private placements of other instruments, such as shares or securitisation products, fall outside the scope of this note. A defining feature is that the debt is not offered to the general public but placed with a limited circle of private investors, who are typically institutional in nature: Pension funds Insurance companies Asset managers Consequently, issuers and transactions benefit from relief from burdensome registration and disclosure obligations that would otherwise attach to a public debt issue. For example, no registration document is required in the US under the Securities Act of 1933, and, in the European context, no prospectus needs to be issued under the relevant UK or EU prospectus...
This Practice Note sets out guidance on payment-in-kind ( PIK) facilities. It covers: the principal features of PIK facilities, including a standard transaction structure key terminology the risk profile and yield associated with PIK facilities why PIK facilities may be appealing to the sponsor, and core documentary protections for PIK finance parties Key features of a PIK facility What is a PIK facility? A ‘ PIK’ loan facility typically refers to debt where interest is capitalised throughout the term. In Europe, this debt is most often seen in the financial sponsor-backed leveraged finance market, provided to a sponsor’s portfolio business. PIK facilities—transaction structure The PIK loan is commonly advanced to a PIK Holdco within the sponsor’s portfolio group. PIK Holdco is usually the immediate holding company of the Parent. The Parent sits at the top of the part of the group that...
Introduction Across Europe, some jurisdictions rely solely on a cash flow assessment to determine insolvency, others use a balance sheet measure, and a number apply both. In addition, certain countries operate a share capital test (see Practice Note: European directors' duties in the zone of insolvency), which obliges directors to act when capital drops beneath a set threshold. Moreover, some countries place burdensome liabilities on directors of companies entering the insolvency zone. Austria Cash flow or balance sheet test: Cash flow (i.e. illiquidity) or balance sheet (over-indebtedness). Duty to file for insolvency: Without undue delay and, in any event, no later than 60 days after the company becomes illiquid/over-indebted. Directors' liabilities: Legal representatives are liable if they breach their duties (including the duty to file), and liable to the company's creditors for violating statutes that protect creditors. Office holders can also face...
CASE HUB NOTE—appeal lodged before the General Court in Case T- 1139/23 ARCHIVED This archived case hub sets out the position as at the decision date, 25 September 2023; it is no longer maintained. See further, timeline and commentary. Case facts Outline The European Commission examined the planned purchase of Flugo Group Holdings by Booking Holdings ( M.10615). The operation raised concerns about horizontal overlaps in the market for accommodation online travel agencies. Latest developments On 25 September 2023, the Commission blocked the deal. It determined that the transaction would have enabled Booking Holdings to bolster its dominant position in the market for hotel online travel agencies within the EEA. The commitments proposed by Booking Holdings were deemed insufficient to remedy the Commission’s concerns. Parties Booking Holdings ( Booking): A publicly listed company incorporated in the US, operating OTA brands including Booking.com, Rentalcars, Priceline and Agoda. In the EEA,...
The table lists completed European Commission investigations into cartels and anti-competitive agreements (breaches of Article 101 TFEU) and completed sector inquiries carried out under Article 17 of Regulation 1/2003 since 2013 This table sets out concluded European Commission probes into cartels and other anti-competitive arrangements infringing Article 101 TFEU, together with sector inquiries finalised under Article 17 of Regulation 1/2003 from 2013 onwards. Only matters that have been publicly disclosed appear here. For live European Commission behavioural cases, consult EU behavioural investigations—ongoing cases tracker. For appeal information before the General Court, see General Court appeals—ongoing cases tracker and General Court Article 101 TFEU appeals—closed cases tracker; for appeals before the Court of Justice, see Court of Justice appeals—ongoing cases tracker and Court of Justice Article 101 TFEU appeals—closed cases tracker. For completed Article 102 TFEU infringement inquiries, see EU Article 102 TFEU...
The list below monitors current European Commission in‑depth investigations and ongoing State aid sector inquiries. Concluded investigations are moved to EU State aid decisions (non in‑depth investigations)—closed cases tracker. For details of State aid appeals before the General Court, see General Court State aid appeals—ongoing cases tracker; for appeals before the Court of Justice, see Court of Justice State aid appeals—ongoing cases tracker; and for national reference cases before the Court of Justice involving State aid, see Court of Justice State aid national references—ongoing cases tracker. In-depth investigations Revision of CE Oltenia’s restructuring plan (amending SA.59974) ( SA.117913) — Romania Industry: Electricity generation from non‑renewable sources Type of aid: Other Latest step: Decision to open the formal investigation...
The Mortgage Credit Directive ( Directive 2014/17/ EU) ( MCD) sets a common framework for EU Member States governing mortgage credit to consumers secured on, or otherwise connected to, residential immovable property. This Practice Note outlines the background, aims and scope of the MCD and highlights its principal provisions. Adoption and implementation of the Mortgage Credit Directive The MCD was published in the Official Journal of the EU on 28 February 2014 and came into force on 20 March 2014 (the twentieth day after publication). Member States had two years to implement it, by 21 March 2016. The MCD aims to: avoid a recurrence of irresponsible lending and borrowing build a more effective and competitive single market for mortgages boost consumer trust and enhance customer mobility deliver a level playing field and encourage cross-border...
Copyright describes a bundle of rights granted to makers of creative output, covering: literary, dramatic, artistic and musical works broadcasts and databases sound recordings typographical arrangements Alongside the economic rights initially vested in the creator or author, the term can also encompass extra, personal entitlements for authors and performers—often called moral rights or neighbouring rights. Moral rights are not generally harmonised at EU level and alleged infringements of them are not specifically considered in this Practice Note. For guidance on the subsistence of copyright within the EU, see Practice Note: EU— Copyright subsistence. EU copyright legislation Copyright is not yet comprehensively harmonised across the EU. Nevertheless, over the past three decades a framework of directives and regulations on copyright and neighbouring rights has developed, supplemented by a substantial body of case law interpreting that legislation. The outcome is a high—though not absolute—degree of harmonisation that has grown over time....
This Practice Note summarises Directive ( EU) 2023/2225 on consumer credit agreements ( CCD II), which will revoke and succeed the existing Consumer Credit Directive, Directive 2008/48/ EC ( CCD I). Driven by swift technological change in the consumer credit arena and the rise of novel credit products since CCD I in 2008, CCD II widens the regime’s coverage, refines information duties to suit digital devices, tightens creditworthiness checks, and brings in further safeguards to prevent consumer exploitation, all of which will materially affect the EU consumer credit market... Date of application of CCD II The text of CCD II appeared in the Official Journal of the European Union on 30 October 2023 and came into force on 19 November 2023. EU Member States must adopt and publish the necessary implementing laws and regulations by 20 November 2025, and must apply the rules from 20...
This Practice Note follows the latest developments in notable EU competition law cases. The EU competition law cases tracker is organised into the following categories: Antitrust cases 2026 Merger cases 2026 Private action cases 2026 State aid cases 2026 For 2025 cases, see Practice Note: EU competition law 2025—cases tracker [ Archived]. For cases from September 2022 to December 2024, see Practice Note: EU competition law–cases tracker (2022–2024) [ Archived]. For information on EU competition law legislation, guidance and policy developments, see Practice Notes: EU competition horizon scanning—2026 and beyond EU block exemptions revision—tracker EU Digital Markets Act—progress tracker Antitrust cases 2026 This table records significant antitrust cases since January 2026. Entries appear in reverse chronological order. Case T-87/25 Westfälisches Textilwerk Adolf Ahlers v Commission — Sector: Pierre Cardin-licensed clothing and accessories for men, women and children — Latest...
Legal privilege is the principal way a company can refuse to disclose a confidential communication or document to a third party, such as a competition authority or the court. Whether a communication benefits from privilege depends on who is involved in the exchange and the purpose for which the document was created. The scope of legal privilege can vary, sometimes considerably, depending on the jurisdiction and the nature of the proceedings. Why is legal privilege important? Privilege matters because it can operate as an absolute bar to disclosure in the following scenarios: on-site inspections under competition law by competition and regulatory authorities (‘dawn raids’), requests for documents made by competition or regulatory authorities, and disclosure obligations in court proceedings EU legal privilege The legal position EU law does not expressly recognise legal privilege, whether in Articles 101 and 102 TFEU or in the...
What can be claimed by the estate under the Law Reform ( Miscellaneous Provisions) Act 1934? The Law Reform ( Miscellaneous Provisions) Act 1934 ( LR( MP) A 1934) permits the deceased’s estate to recover certain losses the deceased could have pursued prior to death. The available claims under LR( MP) A 1934 comprise three categories: General damages reflecting the deceased’s pain, suffering and loss of amenity ( PSLA) from the time of injury until death Special damages, i.e. financial losses sustained by the deceased between the accident and death (note that the estate cannot claim future loss of earnings under LR( MP) A 1934; this may instead be recoverable under the Fatal Accidents Act 1976 ( FAA 1976) as part of a dependency claim—see Practice Notes: Claims involving a...
This Practice Note explores the scope of the employment tribunal’s powers regarding equal pay (equality of terms), along with the remedies a claimant can obtain in an equal pay dispute. For more detail on equal pay (equality of terms) and the rule of equal pay for equal work, consult: Equality of terms (equal pay)—overview and Practice Note: Equal pay: definition of pay. Relationship with discrimination claims Some equal pay claims, especially those about non-contractual benefits, may instead be pursued under the Equality Act 2010 ( Eq A 2010) discrimination provisions rather than the specific equal pay regime where appropriate......
What is an environmental policy? An environmental policy is a formal written declaration that sets out an organisation’s mission for handling the environmental risks and effects arising from its activities. states the organisation’s environmental goals and targets and may underpin an environmental management system ( EMS), where relevant should be signed off and actively championed by top management and understood by all employees enables management to convey its environmental goals and targets to staff and other stakeholders, including shareholders, customers and suppliers ought to be embedded within overall business strategy Why should lawyers be aware of environmental policies? There is no statutory duty in the UK for companies to maintain an environmental (or sustainability) policy. Nevertheless, under the Companies Act 2006 and related corporate reporting rules, certain companies must report and disclose their environmental impacts (including...
Practice Note A UK healthcare provider may fall under the oversight of multiple regulators and must adhere to their requirements. This Practice Note offers a concise outline of those authorities, acknowledging that the regulatory landscape is in transition: NHS England is being brought more closely within the control of the Department of Health and Social Care ( DHSC) and is to be fully integrated by 2027; the number of Integrated Care Boards will reduce from 42 separate organisations to 27 clusters; reform of the Care Quality Commission ( CQC) is under way following the recent Dash and Richardson reports. It should be remembered that healthcare across the UK is devolved to four administrations— England, Northern Ireland, Scotland and Wales—with regulatory variation between them. While there are shared foundations, material differences remain, and this summary addresses the position in England only. It focuses on...
ARCHIVED : This Practice Note has been archived and is not maintained. The Property case tracker presents key 2025 judgments we regard as relevant to property lawyers. Items are ordered with the latest first. The tracker uses the following definitions: AST: assured shorthold tenancy; CVA: company voluntary arrangement; FTT: First-tier Tribunal; HMO: house in multiple occupation; LPA: local planning authority; NPPF: National Planning Policy Framework; RRO: rent repayment order; RTM: right to manage; TCC: Technology and Construction Court; UT: Upper Tribunal ( Lands Chamber); VTE: Valuation Tribunal for England See also the Property key future developments tracker, which follows the progress and outcome of appeal cases, whereas this document provides a summary of all cases that we consider relevant to property lawyers. See further: Property case tracker—2024 [ Archived] Property case...
What is the status of the court guides? The court guides aim to give an overarching account of the functions and practices of different courts, with practical guidance to be read alongside the Civil Procedure Rules ( CPR), so proceedings in those courts are managed effectively and in accordance with the rules. They should not be treated as a replacement for the CPR, but as clarification of how the rules and the practice directions are implemented in those courts......
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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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