Legal Precedents

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RISK & COMPLIANCE

Legal professional privilege (LPP) is a core legal protection that permits [ insert organisation’s name ] to resist producing evidence to a third party or the court. It enables the organisation to seek expert legal guidance, setting out all pertinent facts to our legal advisers without concern that they will later be revealed and used against us. This short guide sets out what legal professional privilege (LPP) is and how we can best preserve it. 1 What is legal professional privilege? LPP is an umbrella term covering: legal advice privilege (LAP) litigation privilege LPP safeguards the confidentiality of written and verbal communications between lawyers and clients. It is a fundamental entitlement, allowing a party to withhold material from disclosure to any third party or a court. Legal advice privilege Legal advice privilege applies to all confidential communications between a client and their lawyer made for the

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RISK & COMPLIANCE

Please click to access the Precedent. Please note this register has been created in Excel, and therefore it cannot be downloaded into Word. For detailed guidance on completing a legal risk register, see Practice Note: How to create a legal risk register. However, a concise summary is set out briefly below. What is a legal risk register? A legal risk register is a means of gathering and overseeing all legal risk information in a single location. To produce an effective and reliable register, you must first determine the legal risks your organisation encounters. Understanding your organisation’s risk appetite is also highly advantageous. The register then lets you classify each risk appropriately, assign a score to it, and choose mitigation measures and actions. Separate Precedents exist for a general risk register and for a privacy risk register-see Precedents: Risk register and Privacy risk

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BANKING & FINANCE

[ To be printed on the headed paper of the lender’s lawyers ] To: [ insert name and address of Lender ] [ insert date ] Dear [ insert name of Lender ] [ Matter name/reference ] We have served as English law counsel to [ insert name of lender ] (the Lender) in relation to the provision of finance to [ insert name of borrower, company number and registered office ] (the Borrower) comprising a [ term loan and revolving credit facility ] [ describe facilities ] of £[ insert amount ] (the Transaction), and to the negotiation, drafting, execution and completion of the documents specified in Schedule 1 (Documents examined), Paragraph 1 (Opinion Document) (the Opinion Document). We deliver this opinion letter to you, the Lender, pursuant to [ Schedule 2 ] (Conditions Precedent) of the facility agreement between the Lender and the Borrower dated [ insert date ]

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BANKING & FINANCE

[ Headed notepaper of law firm issuing the opinion ] [ insert name and address of Lender ] [ insert date ] Dear [ insert name of Lender ] Facility Agreement dated [ insert date ] made between [ insert name of lender ] (the Lender) and [ insert name of borrower ] (the Borrower) (the Facility Agreement) We refer to clause [ insert number of clause which requires delivery of legal opinion ] of the Facility Agreement, which requires the delivery of a legal opinion. This opinion is provided in satisfaction of that requirement. Unless expressly defined in this opinion, terms defined in the Facility Agreement carry the same meanings when used herein. This opinion is governed by English law and is subject to the exclusive jurisdiction of the courts of England. 1 Background 1.1 This opinion concerns the English law aspects of a transaction (the

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PRECEDENTS

1 Capital allowances—for use where the Seller has claimed a first-year allowance or pooled qualifying expenditure on plant and machinery fixtures and the parties will enter into a s 198/s 199 joint fixtures election on completion In this clause 1: CAA 2001 means the Capital Allowances Act 2001; Fixtures means all plant and machinery installed or otherwise affixed in or to the Property so as to become part of the Property at law, including any boiler or water‑filled radiator under section 173(1) of CAA 2001; HMRC means HM Revenue & Customs; Main Pool Plant means those Fixtures included by the Seller in the main pool under section 54 of CAA 2001; ...

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PRECEDENTS

1 Definitions Within this clause [ 1 ] the following meanings apply: Contaminated Land Regime • Part IIA of the Environmental Protection Act 1990, as amended from time to time, and the Statutory Guidance Contamination • the existence or build-up of any Hazardous Substances at, in, on or under the Property [ at or prior to the Completion Date ] [ at any time whether before or after the Completion Date ] Environment • any or all of the following media, namely air, land, water (including surface water and groundwater) and any living organisms (including man) or systems sustained by those media Environmental Law • all applicable laws, statutes, secondary legislation, common law, directives, regulations, codes of practice and guidance notes that have legal effect [ and are in force at the Completion Date ] in ......

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PRECEDENTS

Definitions [ to be added at the start of the lease ] End of Term Environmental Report - an invasive phase 2 investigation of soils and groundwater, with suitable sampling and testing, procured by the Tenant to determine if any New Contamination exists at, on, or beneath any portion of the Premises......

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PRECEDENTS

This agreement is entered into on [ insert day and month ] 20[ insert year ]. Parties [ Insert name of offeror ], incorporated in [ England and Wales ] under number [ insert company number ], with its registered office at [ insert address ] (the Offeror); and [ Insert name of offeree ], incorporated in [ England and Wales ] under number [ insert company number ], with its registered office at [ insert address ] (the Offeree). Recitals: ( A) The Offeror proposes to make a recommended [ pre-conditional ] offer for the whole of the issued and to be issued ordinary share capital of the Offeree [ , excluding any shares held in treasury, ] (the Acquisition), on and subject to the terms and conditions set out in the Announcement......

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PRECEDENTS

Schedule of cost precedents— Precedent L Order upon Client’s Application for Detailed Assessment of Solicitor's Bill DATED the [ DATE ] Claim No. [ insert claim number ]......

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PRECEDENTS

Please complete this questionnaire and send it to [ insert details of relevant person within your organisation ]. What do you aim to gain by attending legal team meeting? How would you score meeting goals from 1 (low) to 10 (high)......

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PRECEDENTS

Dear all, please find the agenda for the forthcoming legal team meeting. Kindly read it [ and any supporting materials ] in advance of the meeting so that you are suitably prepared. If there is anything you would like to include on this agenda, please let me know ahead of time......

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PRECEDENTS

The Schedule Tax Covenant 1 Definitions and interpretation 1.1 Despite clause 1.3 of this Agreement, if any inconsistency or conflict arises between this Schedule's provisions and those elsewhere in this Agreement, the provisions of this Schedule shall prevail at all times in relation to all matters relating to Tax......

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PRECEDENTS

UPON THE APPLICATION OF THE [ PARTY ] [ the parties and their representatives who attended ] AND UPON HEARING AND UPON READING the papers on the court file IT IS ORDERED THAT 1 The [ PARTY ] shall, within [ NUMBER OF DAYS ], provide to the [ PARTY ], or to his solicitor, a bill of costs covering all causes and all matters in which he has acted for the [ PARTY ] 2 The [ PARTY ] must allow credit in that bill for every sum received by him from, or on behalf of, the [ PARTY ]......

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PRECEDENTS

Schedule of costs precedents— Precedent M Order arising from the Solicitor’s application for assessment under the Solicitor’s Act 1974 Part III, dated [ DATE ], Claim No. [ insert claim number ]......

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PRECEDENTS

Private and Confidential [ COMPANY NAME ] Arbitration with [ NAME ] [ CASE REFERENCE ] Project Management Plan SECTION A— INTRODUCTION 1 Purpose 1.1 This Project Management Plan (the Plan) seeks to present a summary of the arbitration between [ name ] ( Claimant) and [ name ] ( Respondent). 1.2 The principal aims of the Plan are to: 1.2.1 [ Enter text ] 1.2.2 [ Enter text ] 1.2.3 [ Enter text ] 1.3 The Plan will be subject to ongoing review and will be updated at key milestones in the arbitration. The record of changes to the Plan is set out below: No. Revision Date 1. Original version 2. 3......

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PRECEDENTS

1 Details of Awards As at the Termination Date, you retain awards granted in respect of shares of [ [ the Company ] OR [ name of parent company ] OR under [ the Company ] OR [ name of parent company ] ] under the employee share plan[s], as follows: [ an option over [ number and class ] shares pursuant to the [ name of share option plan ] (the Share Option Plan), granted to you on [ date ], and exercisable at [ exercise price ] per share (the Option); ] [ an award of [ number and class ] shares under the [ name of share plan ] (the Share Award Plan), granted to you on [ date ] (the Award); and ] [ insert details of any other option or awards ]. 2 Awards remaining subject to Plan rules You...

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PRECEDENTS

This Agreement is entered into on [ date ] between: [ insert name of company in which the shares are held ], a company incorporated in England and Wales under number [ insert company number ], whose registered office is at [ insert address ], with brief particulars set out in Schedule 1 (the Company); and The several persons whose names and addresses appear in Schedule 2 (each an Original Shareholder and, together, the Original Shareholders). [ Each of the Company and the Shareholders is a Party and, together, the Company and the Shareholders (including the Original Shareholders) are the Parties.] background The Shareholders are the sole shareholders of the Company and have agreed with the Company and with each other to exercise their rights concerning the Company in accordance with this Agreement......

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PRECEDENTS

STOP PRESS : Significant reforms to the UK prospectus regime came into force on 19 January 2026 Major changes to the UK regime for public offers and admissions to trading took effect on 19 January 2026. The framework for securities offers and UK market admissions is now chiefly contained in the Public Offers and Admissions to Trading Regulations 2024, SI 2024/105 (the POATRs), together with the FCA sourcebook, The Prospectus Rules: Admission to Trading on a Regulated Market ( PRM). The UK Prospectus Regulation and the FCA Prospectus Regulation Rules have been repealed. The reforms aim to simplify capital raising and substantially lessen the circumstances in which a company must publish an FCA-approved prospectus for a further share issue. For full details of the changes, see Practice Note: UK prospectus regime reform. This Practice Note sets out the prospectus regime that applied before 19...

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PRECEDENTS

Kindly click for an Excel edition of this register. General Add course title/summary and justification for training...

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PRECEDENTS

Article 18(1) of the UK Market Abuse Regulation, Assimilated Regulation ( EU) 596/2014 ( UK Market Abuse Regulation), states that an issuer, or any person acting for or on the account of an issuer, must compile a record of every individual with access to inside information who works for them under an employment contract, or who otherwise carries out tasks that thereby give them such access, for example advisers, accountants or credit rating agencies. The Financial Services Act 2021 revised Article 18(1) to make clear that both issuers, and any person acting for them or on their account, are each required to keep and maintain insider lists. This amendment came into force on 29 June 2021......

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PRECEDENTS

Article 18(1) of the UK Market Abuse Regulation ( Assimilated Regulation ( EU) 596/2014 ( UK Market Abuse Regulation)) An issuer, or any person acting for an issuer or on the issuer’s account, is obliged to compile a list of all individuals who have access to inside information and who work for them under an employment contract, or who otherwise carry out tasks that provide access to such information, for example advisers, accountants, or credit rating agencies......

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PRECEDENTS

Article 18(1) of the UK Market Abuse Regulation ( Assimilated Regulation ( EU) 596/2014 ( UK Market Abuse Regulation)) Article 18(1) requires that an issuer, or any person operating on the issuer’s behalf or account, prepares a list of every individual who has access to inside information and is working for them under a contract of employment, or is otherwise carrying out tasks that provide such access, eg advisers, accountants or credit rating agencies......

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PRECEDENTS

Company number : [ insert company number ] [ insert company name ] [ LIMITED OR LTD ] Minutes of the board meeting (the Meeting ) for [ insert company name ] [ Limited OR Ltd ] (the Company ) At [ insert place of meeting ] On [ insert day, month and year of meeting ] at [ insert time of meeting ] [ am OR pm ] Present: [ Insert names of any directors in attendance, whether in person or by any remote method (unless such methods are expressly barred by the company’s articles of association) ] [ by [ insert method of attendance for each director participating remotely ] ] [ In attendance: ] [ [ Insert name of any attendee, present physically or by any remote means, who does not form part of the quorum for the...

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PRECEDENTS

This Agreement is entered into on [ insert date ] Parties [ Insert name of company in which the shares are held ], incorporated in England and Wales under number [ insert company number ], with its registered office at [ insert address ], with brief particulars provided in Schedule 1, Part A ( Company ) The several persons whose names and addresses appear in Schedule 2 (together, Founders ) The several persons whose names and addresses appear in Schedule 3 and any additional persons as defined in clause 1.4 ( Investors and each an Investor ) [ (each of the Company, the Founders and the Investors being a Party and together the Company, the Founders and the Investors are the Parties ). ] Background ( A) The Company is a private company limited by shares [ and is the holding company of the...

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When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...

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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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