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EMPLOYMENT

Stop press: The Data (Use and Access) Act 2025 (Commencement No 6 and Transitional and Saving Provisions) Regulations 2026, SI 2026/82 now activate the outstanding parts of the Data (Use and Access) Act 2025 (DUAA 2025). Measures covering subject access requests, legitimate interests, purpose limitation, automated decision-making, cross-border transfers and enforcement take effect from 5 February 2026, while those on penalty notices and complaints apply from 19 June 2026. For further detail, refer to Practice Note: Data (Use and Access) Act 2025—employment implications. This Precedent will shortly be revised to reflect these developments. [to be printed on employer letterhead] [ Name of Employee ][ Address ][ Date ] Dear [ insert employee's name ] Secondment to [ insert name of host company ] Following our recent conversations, I am writing to confirm the arrangements we have agreed for your secondment to [ insert name of host company ] (the

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DISPUTE RESOLUTION

[ Insert name and address of client ] [ insert date ] Dear [ insert name of contact at the client ] Explaining the disclosure process and your obligations Thank you for instructing us in relation to [ insert matter name / details ]. [ This letter accompanies our retainer OR Our retainer will follow under separate cover ]. It [ has been confirmed OR is likely OR is possible ] that your dispute with [ describe other parties ] will be determined in the Business and Property Courts [ if it proceeds to formal litigation ]. This letter explains what disclosure under the Disclosure Scheme ( DS ) in the Business and Property Courts involves, and what you must know about the procedure. The DS seeks a fundamental cultural shift in the approach to disclosure in civil litigation. So, even if you have handled

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COMMERCIAL

This Agreement is entered into on [ insert date ] between: 1 [ insert name of manufacturer ] [ of OR a company incorporated in [ England and Wales ] under number [ insert registered number ] whose registered office is at ] [ insert address ] (Manufacturer); and 2 [ insert name of customer ] [ of OR a company incorporated in [ England and Wales ] under number [ insert registered number ] whose registered office is at ] [ insert address ] (Customer). Each of the Manufacturer and the Customer is a party and, together, the Manufacturer and the Customer constitute the parties... Background: (A) The Manufacturer manufactures [ insert ]... (B) The Customer Group manages the distribution and sale of [ insert ]... (C) The Manufacturer intends to manufacture and sell the Product to the

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BANKING & FINANCE

This Deed is dated on [ insert day and month ] 20[ insert year ] Parties [ Insert name of Chargor ], being a company incorporated in England and Wales, bearing registered number [ insert company number ], and whose registered office is situate at [ insert address ] (the Chargor); and [ Insert name of Lender ] of [ insert address ] (the Lender). Recitals The Lender makes facilities available to the Chargor under various financing arrangements. It is a condition of the Lender making the facilities available to the Chargor that the Chargor enter into this Deed in favour of the Lender. ...

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PRECEDENTS

1 Appointment and powers We, [ insert company name ], a company registered in [ England and Wales OR [ insert other country of incorporation ] ] with company number [ insert registered number ] and having its registered office at [ insert registered address ] (the Company), hereby appoint on [ insert date ] [ jointly AND/ OR [ and ] severally ] [ insert name of attorney ] of [ insert address of attorney ] [ and [ insert name of attorney ] of [ insert address of attorney ] [ (or failing either of them [ insert name of attorney ] of [ insert address of attorney ]) each ] ] as the Company’s true and lawful attorney ( [ each ] an Attorney ) with full power, authority and legal entitlement, in the name of and on behalf of the...

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PRECEDENTS

This Agreement is entered into on [ insert day and month ] 20[ insert year ] Parties [ insert name of seller ] [ of [ insert address ] OR trading as [ insert trading name ] of [ insert address ] OR a firm whose principal place of business is [ insert address of firm ] OR [ an LLP OR a company ] incorporated in [ insert place of incorporation, eg England and Wales ] with registered number [ insert registered number ] whose registered office is at [ insert address ] ] (the Seller), [ insert company name ], a company incorporated in England and Wales with registered number [ insert company number ], whose registered office is at [ insert address ] (the Company). Recitals The Company has share capital of [ insert amount ], divided into [ insert...

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PRECEDENTS

Not for publication, release or dissemination (whether in whole or in part, directly or indirectly) in, into or from any jurisdiction where doing so would contravene the applicable laws or regulations of such jurisdiction. [ insert date ] For immediate release [ Recommended] [cash] offer (the Offer ) by [ Insert name of offeror ] for [ Insert name of offeree ] PLC Offer unconditional[ in all respects] On [ insert date of Rule 2.7 announcement ], the board[ s ] of [ insert full name of Offeror ] [ and [ insert full name of Offeree ] ] stated, in accordance with Rule 2.7 of the Code, that [ [ Offeror ] had made OR they had reached agreement on the terms of ] a [ n ] [ recommended ] [ cash ] offer [ to be made by [ Offeror ] ] to...

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PRECEDENTS

Announcement declaring offer unconditional as to acceptances This archived Precedent comprises an announcement stating that an offer is unconditional in respect of acceptances. It has not been updated following the July 2021 changes to the Takeover Code. Under the current Code, and save for certain exceptions, the acceptance condition should only be capable of being met once all other offer conditions have either been satisfied or waived. For an example announcement that declares an offer unconditional, refer to Precedent: Announcement declaring offer unconditional. Not for release, publication or distribution, in whole or in part, directly or indirectly, in, into or from any jurisdiction where doing so would contravene the applicable laws or regulations of that jurisdiction......

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PRECEDENTS

1 Introduction 1.1 We conduct our businesses with unwavering integrity at all times and in all dealings. Each and every one of us must work together diligently to ensure our businesses remain wholly untainted by bribery and corruption. 1.2 This FAQ document, a central element of that effort, sets out how we can best pursue our business goals in a manner that aligns with our commitment to counter bribery and corruption. 2 What type of anti-bribery due diligence is required when making an acquisition? 2.1 The due diligence undertaken for acquisition targets is comparable to that required for agents and intermediaries. However, assessing an acquisition target generally calls for more in-depth analysis than the diligence of an agent or intermediary often does. This is because an acquiring party can be held responsible for past breaches and other wrongdoing by a target if it has not...

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PRECEDENTS

Add new definitions to ‘definitions’ article as appropriate: present • for the purposes of physical general meetings, signifies attendance in person; for the purposes of electronic general meetings, signifies attendance by electronic means (and references to persons attending by electronic means shall be understood as attendance at electronic general meetings via the electronic platform(s) specified in the notice of that meeting); electronic general meeting • denotes a general meeting held on an electronic platform; electronic platform • includes, without limitation, website addresses and conference call systems; Add the following new clauses as required and renumber document accordingly: Convening of general meetings 1.1 The board shall decide, for each general meeting, the arrangements for attendance at and participation in the meeting, including whether those entitled to attend and...

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PRECEDENTS

Strictly private and confidential Wall-crossed investor script We are getting in touch to discuss a potential [ description of the nature of the securities to be offered (ie equity securities) ] offering in relation to a company ( Company) operating within the [ description of industry ]. Before sharing further particulars, I must advise that the information is material, non-public and highly confidential. For this discussion and any confirming email, any reference to ‘you’ covers you, your organisation, and anyone at your organisation who receives any such further information about the Company or the proposed offering. Once you receive this information, including the Company’s industry sector and details of the potential offering, you may be regarded as an ‘insider’ as defined in Article 8(4) of Assimilated Regulation ( EU) 596/2014 (the UK Market Abuse Regulation). Before obtaining any additional information about the Company or the...

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PRECEDENTS

[ On headed notepaper of PDMR ] Strictly private and confidential To: [ insert name of person closely associated with the PDMR ] [ insert address of person closely associated with PDMR ] Date: [ insert date ] Dear [ insert name of PCA ], Notification of transaction in the shares or other debt or financial instruments of [ full name of company ] (the Company) Further to your obligations under Article 19(1) of the UK Market Abuse Regulation, as a PCA you must provide written notice to both the Company and the Financial Conduct Authority ( FCA) of every transaction carried out on your own account that relates to the Company’s shares or debt instruments, or to derivatives or other financial instruments connected to those shares (eg options or debt instruments), where the amount is above €5,000 in a calendar year......

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PRECEDENTS

[ On headed notepaper of issuer ] Strictly private and confidential To: [ insert name of the person discharging managerial responsibility ][ insert address of the person discharging managerial responsibility ] Date: [ insert date ] Dear [ insert PDMR name ], Notification of transaction in the shares or other debt or financial instruments of [ full name of company ] (the Company) Further to your obligation under Article 19(1) of the UK Market Abuse Regulation (the Regulation), you are, as a PDMR of the Company, required to inform both the Company and the Financial Conduct Authority ( FCA) of every transaction executed on your own account that relates to the Company’s shares or its debt instruments, or to derivatives or other financial instruments connected with those shares (eg options or debt instruments), where the amount is above €5,000 per calendar year......

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PRECEDENTS

Ordinary resolution: That [ each of the directors OR [ each of ] [ insert name(s) of relevant director(s) ] ] be and [ is OR are ] hereby authorised, at any meeting of the directors, to be counted towards the quorum and to vote on any directors’ resolution for the approval of [ insert details of relevant transaction to be approved ] ( Transaction), notwithstanding that [ the relevant director has or may have OR any one or more of such directors have or may have ] a direct or indirect interest in the Transaction which conflicts, or could conflict, with the interests of the Company; and that, as a consequence, Article 14(1) of the Company’s articles of association ( Articles) be and is hereby disapplied in accordance with Article 14(3)(a) of the Articles for the purposes of the directors’ approval of the...

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PRECEDENTS

Strictly private and confidential The Directors [ Insert offeree’s name ] plc [ Insert offeree address ] Date: [ insert date ] STOP PRESS : Significant reforms to the UK prospectus regime came into force on 19 January 2026. Key provisions for UK public securities offers and admissions to trading primarily sit in the Public Offers and Admissions to Trading Regulations 2024 ( POATRs), SI 2024/105, with a new FCA sourcebook called The Prospectus Rules: Admission to Trading on a Regulated Market ( PRM). The UK Prospectus Regulation and the FCA Prospectus Regulation Rules have now been revoked in their entirety. These reforms aim to streamline capital raising and materially cut the number of situations in which a company must produce an FCA-approved prospectus for subsequent share issues, particularly for further issues of shares. For comprehensive details on the reforms, see Practice Note: UK...

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PRECEDENTS

Remove and substitute the definition of ‘ Limited Partners’ in clause 1.1 of Precedents: Limited partnership agreement and Limited partnership agreement—private fund limited partnership with the text set out below: Limited Partners refers to those individuals whose names and addresses are recorded in Schedule 1, Part B, who from time to time continue as limited partners of the Limited Partnership, together with any other individuals admitted from time to time as limited partners in accordance with clauses [ 13.2, 13.3 or 14 OR 15.2, 15.3 or 16 ] , and Limited Partner denotes any such individual; Remove and substitute clause 3.4 of Precedents: Limited partnership agreement and Limited partnership agreement—private fund limited partnership with the following: 3.4 Subject to clauses [ 13, 14......

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PRECEDENTS

‘specimen’ dealing code This Precedent is a memorandum outlining the particulars of the ‘specimen’ dealing code. The specimen dealing code is the outcome of an industry-led development of codes, guidance and best practice prepared by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute), GC100, the Quoted Companies Alliance and other market participants, who collectively agreed that it would be of considerable benefit for listed and quoted companies to be able to turn to an equivalent version of the Financial Conduct Authority’s ( FCA) Model Code. As a consequence of the implementation of the Market Abuse Regulation ( EU) No 596/2014 on 3 July 2016, the FCA deleted the Model Code. Companies with a former premium listing of equity shares were required to comply with the Model Code, which restricted persons discharging managerial...

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PRECEDENTS

This precedent memorandum outlines the processes to be observed by a listed company and its subsidiaries when transacting in the company’s securities. Its aim is to support the company in meeting its duties under the UK Market Abuse Regulation ( Assimilated Regulation ( EU) 596/2014) and to confirm that appropriate systems and procedures exist to help persons discharging managerial responsibilities ( PDMRs) and other staff within the company and its subsidiaries fulfil their responsibilities under the company’s Dealing Code and the UK Market Abuse Regulation. This precedent arises from an industry‑led creation of codes, guidance and best practice produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute), GC100, the Quoted Companies Alliance and other market participants. Additionally, the memorandum addresses dealing processes across the company and its subsidiaries, associated clearance requirements and potential refusal...

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PRECEDENTS

Written resolution[s] OF [ insert name ] (the Partnership) Circulated on [ insert circulation date ] Pursuant to clause [ insert value ] of the partnership agreement dated [ insert date ], which governs the business of the Partnership, the following resolution [ s ] is proposed to be approved as [ a written OR written ] resolution [ s ] : [ insert text of resolution(s) ] Please review the explanatory notes at the conclusion of this document before confirming your consent to the resolution [ s ]......

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PRECEDENTS

[ insert name of partnership ] Record of a partners’ meeting (the Meeting) for [ insert name ] (the Partnership) Convened at [ insert place of meeting ] On [ insert day, month and year of meeting ] at [ insert time of meeting ] [ am OR pm ] Present: [ insert name of partner to be Chair ] ( Chair) [ insert names of partners who are physically present ] [ [ insert names of any partners present by telephone as permitted by the partnership agreement ] (by telephone) ] [ [ insert names of any partners present by other means permitted by the partnership ......

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PRECEDENTS

registration number: OC: [ insert registration number ] [ insert name ] LLP, in its role, serves as the general partner to [ insert name of limited partnership ] L.p.......

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PRECEDENTS

COMPANY number : [ insert company number ] [ insert COMPANY name ] LIMITED functioning in its role as the general partner of [ insert name of limited partnership ] L.p.......

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PRECEDENTS

Registration number: [ insert number ] Written resolution[s] OF [ insert name ] LLP (the LLP) in its role as the general partner of [ insert name of limited partnership ] L.p. Circulated on [ insert circulation date ] Under clause [ insert clause number ] of the limited liability partnership agreement dated [ insert date ], which governs the LLP’s affairs, the following resolution[s] are put forward to be approved as [ a written OR written ] resolutions: [ insert text of resolution(s) ] Please review the explanatory notes at the end of this document before confirming your agreement to the resolution[s]......

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PRECEDENTS

[ insert company name ] Record of a meeting of the board of directors (the Meeting) for [ insert full name of company ] (the Company) Venue: [ insert place of meeting ] Date: [ insert day, month and year of meeting ] at [ insert time of meeting ] [ [ am OR pm ] ] Present [ Insert names of any directors present, whether physically or by any remote means (unless such means specifically excluded by the Company’s articles of association)] [ by [insert means of attendance for each director attending remotely] ] In attendance [ Insert name of anyone in attendance, whether physically or by any remote means, who does not count towards the quorum for the Meeting (eg the company secretary, any legal advisers) ] Apologies [ Insert names of any directors who are unable to attend the Meeting ] 1 Chair, notice and...

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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...

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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 ...

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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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