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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

PART ONE— GENERAL PROVISIONS 1 Definitions and interpretations This Rule sets out the glossary for the Plan and how those terms should be read. Defined expressions cover, among others: Awards and outcomes: Contingent Awards, Restricted Awards, Matched Awards, Options and Cash Awards, together with Date of Grant, Option Price, Exercise Price, Market Value, Dividend Equivalent and the concept of Vesting; People and entities: the Company (acting through the Board or a duly authorised committee, which may include the Remuneration Committee), Eligible Employees, Participants (and their personal representatives), the Group and its Subsidiaries, Associated Companies, the Grantor, the Nominee, the Trustee and Trust, and HMRC; Timeframes and dealing: Financial Year, Dealing Day, Closed Period, Grant Period, Holding Period, Relevant Period and the Plan Period; Shares and schemes: Shares, Employees’ Share Scheme and Company Share Scheme, Invested Shares and Invested Share Amount, and...

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PRECEDENTS

This Agreement is entered into on [ insert date of agreement ] between the following parties: [ insert name of company ] (registered number [ insert registered number of company ]), with its registered office at [ insert registered address of company ] (the Company); and [ insert name of shareholder ] of [ insert address of shareholder ] (the Shareholder). Background ( A) The Shareholder is the registered holder of [ insert number of shares ] [ insert class of shares ] in the Company. ( B) The Company [ operates OR intends to operate ] the [ Insert the name of the employee share plan that the Company operates ] (the Plan), under which rights to acquire certain shares in the Company's capital [ have been granted OR will be granted ] by the Company. ( C) The...

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PRECEDENTS

This Agreement is entered into on [ insert date of execution of the share option agreement ] Parties [ insert name of company whose shares are being granted under option ] (registered number [ insert registered number of company ]), with its registered office at [ insert registered address of company ] (the Company); and [ insert name of option holder ], of [ insert address of option holder ] (the Option Holder). Background As at the date of this Agreement, the Company agrees to grant the Option Holder an Option to acquire Shares on the terms set out in this Agreement. Upon exercise, the Company will satisfy the Option by transferring, or procuring the transfer of, Shares, or by issuing new Shares. The Option is not a tax-advantaged option. ......

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PRECEDENTS

RULES OF THE [ insert name of company ] PHANTOM SHARE AWARD PLAN Adopted by the Board on [ insert date ] These Rules set out the Phantom Share Award Plan. Awards are Units giving a cash Award Payment equal to the difference between Base Value ( Market Value at the Award Date or as set by the Board) and Exit Value on an Exit ( Takeover or Listing). Awards are granted at the Board’s discretion to Eligible Employees under an Award Agreement and are non-transferable (save on death). No right to Shares. Participants indemnify Tax Liability; withholding may apply. Vesting: subject to Conditions, Awards Vest on Exit; cash within 30 days. Exchange Offer on Takeovers; employee ownership trust acquisition may not trigger Vesting. Leavers: lapse unless death, incapacity, retirement or Board-approved; pro-rating may apply; Board may accelerate and set...

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PRECEDENTS

This AGREEMENT is duly entered into on [ insert date of execution of the phantom share option agreement ] Parties 1 [ insert name of company to which the phantom option relates ] (registered number [ insert registered number of company ]) whose registered office is at [ insert registered address of company ] (the Company); and 2 [ insert name of option holder ] of [ insert address of option holder ] (the Option Holder) Background ( A) The Company has agreed, as at the date of this Agreement, to award the Option Holder a Phantom Option on the terms contained in this Agreement. ( B) The Phantom Option gives a right to cash rather than shares......

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PRECEDENTS

Adopted by the Directors on [ insert date ] 1 Definitions 1.1 In this Scheme, unless the context dictates otherwise, the following terms shall have the meanings set out below: Agreement – in respect of an Option, the contract entered into by an Eligible Employee [ and the Grantor ] granting that Option, in such form as the Directors may determine from time to time; [ Closed Period – a period during which the Directors are prohibited from dealing in shares under the UK Market Abuse Regulation ( Assimilated Regulation ( EU) 596/2014) or any other regulation, legislation or code relating to securities transactions that applies to the Company, including any share dealing code of the Company; ] Company – [ insert name of company ] ( Company No [ insert registered number ]) at [ insert company registered address ]; ...

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PRECEDENTS

This Deed is made on [ insert date on which this deed is executed by all parties ] Parties [ Insert name of Company ], with its registered office at [ insert address of registered office ] and registered number [ insert registered number of Company ] (the Company); and [ Insert name of Trustee ], whose registered office is at [ insert address of registered office ] [ and registered number [ insert registered number of Trustee ] ] (the Original Trustee). RECITALS The Company intends to create a trust for the benefit of the employees of the Company, to be called the [ insert name ] Employee– Ownership Trust, and designed to meet the requirements of section 236J of the Taxation of Chargeable Gains Act 1992. The Company has transferred to the Original Trustee the sum of £[ insert...

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PRECEDENTS

1 Definitions and interpretation 1.1 The terms below shall be interpreted as follows: Accumulation Period — with respect to Partnership Shares, the span during which the Trustee holds a Qualifying Employee’s Partnership Share Money before buying Partnership Shares or returning it to the employee; Acquisition Date — (a) for Partnership Shares where an Accumulation Period is in place, has the meaning given in paragraph 52(5) of Schedule 2; (b) for Partnership Shares where no Accumulation Period is in place, has the meaning given in paragraph 50(4) of Schedule 2; (c) for Dividend Shares, has the same meaning given by paragraph 66(4) of Schedule 2; Associated Company — has the same meaning as in paragraph 94 of...

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PRECEDENTS

FORTHCOMING CHANGE: On 26 November 2025, as part of Budget 2025, it was confirmed that, with effect from 6 April 2026, the following EMI parameters will be uplifted: The gross assets limit will rise from £30 million to £120 million. The maximum number of full-time equivalent employees will increase from 250 to 500. The overall limit on the value of unexercised EMI options that a company or group can have in existence at any given time will go from £3 million to £6 million. The permitted exercise period will extend from 10 years to 15 years. It will also be possible to amend existing EMI options to reflect this longer exercise period without losing tax advantages, provided the changes are consistent with the legislation (which will form part of Finance Bill...

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PRECEDENTS

Rules of the [ insert name of company granting EMI options ] enterprise management incentives Scheme FORTHCOMING CHANGE: On 26 November 2025, within Budget 2025, it was confirmed that from 6 April 2026 a number of EMI limits will be uplifted: The gross assets threshold will rise from £30 million to £120 million. The cap on full-time equivalent employees will increase from 250 to 500. The overall limit on the value of unexercised EMI options that a company or group can have at any time will go from £3 million to £6 million. The permitted exercise period will also extend from 10 to 15 years. Existing EMI options can be varied to adopt this longer exercise window without forfeiting tax advantages, so long as the changes comply with legislation to be included in Finance Bill 2025-26. In addition, from April 2027 the...

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PRECEDENTS

This form is important and requires your immediate attention If you are uncertain about the Offer, the contents of the Offer Document or Letter, or what steps you ought to take, you should at once, without delay, obtain independent financial advice from your stockbroker, bank manager, solicitor or accountant, or an alternative independent financial adviser authorised under the Financial Services and Markets Act 2000 (as amended) if you are resident in the United Kingdom or, if you do not, from a suitably authorised independent financial adviser in the applicable jurisdiction. Circulation, release or distribution of this document and/or any accompanying documents outside the United Kingdom may be restricted or limited by the local laws in force and, accordingly, anyone who receives this document ought to apprise themselves of, and comply with, any such limitations. Non‑observance of these requirements could amount to a breach of the...

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PRECEDENTS

This agreement is entered into on [ date ] Parties [ INSERT NAME OF TRUSTEE ] (incorporated in England and Wales with Company Number [ insert company number ]) whose registered office is at [ insert company registered address ], acting as trustee of the [ insert name of employee benefit trust ] (the Seller); [ INSERT NAME OF EMPLOYEE ] of [ INSERT ADDRESS OF PARTICIPANT ] (the Participant); and [ INSERT NAME OF COMPANY ] (incorporated in England and Wales with Company Number [ insert company number ]) whose registered office is at [ insert company address ] (the Company). Background ( A) The [ insert name of employee benefit trust ] (the Trust) was constituted by a trust deed dated [ insert date of trust deed ] (the Trust Deed), and the Seller is, for the time being, the trustee of the...

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PRECEDENTS

This AGREEMENT is entered into on [ insert date of execution of the share option agreement ] Parties [ insert name of company whose shares are being granted under option ] (company number [ insert registered number of company ]) whose registered office is at [ insert registered address of company ] (the Company) [ and ]; [ insert name of option holder ] of [ insert address of option holder ] (the Option Holder) [ ; and ] [ [ insert name of grantor (if different from company) ] of [ insert address of grantor ] (the Grantor ). ] Background [ As at the date of this Agreement, the Company has agreed to grant the Option Holder an Option to obtain Shares on the terms contained in this Agreement. OR As at the date of this...

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PRECEDENTS

This AGREEMENT This AGREEMENT is dated [ insert date of execution of the share option agreement ]. Parties [ insert name of company whose shares are being granted under option ] (registered number [ insert registered number of company ]), whose registered office is at [ insert registered address of company ] (the Company); [ and ] [ insert name of option holder ] of [ insert address of option holder ] (the Option Holder) [ and ] [ [ insert name of grantor (if different from company) ] of [ insert address of grantor ] (the Grantor ) ] Background [ As at the date of this Agreement, the Company has agreed to grant the Option Holder an Option to acquire Shares on the terms set out in this Agreement. OR The Company and the Grantor intend that, as at the date of this Agreement, the Option Holder shall be...

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PRECEDENTS

1 Model Articles 1.1 Save to the extent that these Articles amend, disapply or conflict with them, the Model Articles govern the Company. Subject to any such amendments, disapplications or conflicts, the Model Articles, together with these Articles, comprise the Company’s articles of association, to the exclusion of any other articles or regulations contained in any statute, statutory instrument or other subordinate legislation. 1.2 The following provisions of the Model Articles shall have no effect in relation to the Company: 11(2) (quorum for directors’ meetings), 12 (chairing of directors’ meetings), 13 (casting vote), 14(1)–(5) (conflicts of interest), 21 (all shares to be fully paid up), 26(5) (share transfers), 30(5)–(7) (procedure for declaring dividends), 39 (chairing general meetings), 42 (voting: general), 44(2) (poll votes), 50 (no right to inspect accounts and other records), 51 (provision for employees on cessation of business), 52...

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PRECEDENTS

This term sheet outlines a plan to motivate key employees of [ insert name of company ] (the ' Company') by permitting them to subscribe to a distinct class of shares in the Company (the ' Growth Shares'). The points addressed in this document are presented for discussion only and each should be carefully considered before any implementation proceeds. 1 Overview Under this arrangement, participants will subscribe directly for Growth Shares. These shares confer rights designed so that employees benefit solely from post-acquisition increases in the Company’s value, and only on an IPO, a liquidation, or where more than [ Insert percentage ]% of the Company’s ordinary shares are sold (each, an ' Exit'). Upon an Exit, the Growth Shares entitle holders to a share of the Exit consideration, provided that the price paid to the Company’s shareholders exceeds a...

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PRECEDENTS

Minutes of a meeting of the [ remuneration committee of the ] board of directors of the Company convened at [ insert place of meeting ] on [ insert date of meeting ] at [ insert time of meeting ] Present [ insert name of director to be Chair ] (the Chair) [ insert names of directors present ] In attendance [ insert names of those in attendance ] Apologies [ insert names of directors who are unable to attend meeting ] 1 Notice and quorum [ insert name of Chair ] took the chair for the meeting. It was confirmed that due notice of the meeting had been issued in accordance with the Company’s articles of association ( Articles) and that the meeting was quorate. Accordingly, the Chair opened the meeting......

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PRECEDENTS

This term sheet outlines a plan to motivate key staff of [ insert name of company ] (the ‘ Company’) through the award of statutory tax-advantaged Enterprise Management Incentive ( EMI) share options over the Company’s shares (‘ EMI Options’). All matters raised here are for discussion only and should be considered carefully before any implementation. 1 Overview The EMI scheme is a very adaptable and tax-efficient share option arrangement designed specifically for small/medium-sized businesses. EMI is among the most popular share option schemes available to companies. EMI Options must be granted for genuine commercial reasons to recruit or retain an employee, and not as part of any scheme or arrangement where the main purpose (or one of the main purposes) is the avoidance of tax. Under this proposal, participants will be granted EMI share options with an exercise price set at the date of grant. The EMI...

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PRECEDENTS

THIS LETTER IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are uncertain about the Offer or what steps to take, you should promptly obtain your own independent financial guidance from your stockbroker, bank manager, solicitor, accountant, or another independent financial adviser who is properly authorised under the Financial Services and Markets Act 2000 (as amended) if you live in the United Kingdom, or, if you reside elsewhere, from a suitably authorised independent financial adviser in the appropriate jurisdiction as applicable for your circumstances and status. The laws of jurisdictions outside the United Kingdom may limit the release, publication, or distribution of this document and any accompanying documents; accordingly, anyone who receives this document should carefully familiarise themselves with, and adhere to, at all relevant times, any such limitations. Non‑compliance with these requirements could amount to a breach of the securities laws of those...

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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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