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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
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
[ 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 ]
[ 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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[ To be printed on the employer’s letterheaded paper ] [ Date ] Dear [ insert name of employee ], Re: [ insert name of employer ] (the Company) As you will be aware, [ outline the commercial grounds for redundancy, e.g. the Company has suffered weak sales over an extended period. Our expectation that demand for our products would recover has, to date, not materialised ]......
[ To be produced on the employer’s headed paper ] [ Date ] Dear [ insert name of employee ], Re: [ insert name of employer ] (the Company) After the [ two ] consultation meetings we have held recently, I am sorry to confirm that you have been selected for redundancy. As has already been explained to you, the reason for your redundancy is [ specify business reasons ]. During the [ second ] consultation meeting, we covered [ set out what was discussed and the Company’s response to any comments and/or suggestions made ]. All avenues for avoiding or reducing the redundancies and every alternative position have now been fully considered, but unfortunately there are none that are [ suitable AND/ OR available ]. Following these discussions, the decision has been taken that your employment will end by reason of redundancy on [ insert date ]. This...
This Loan Note Instrument is entered into on [ insert day and month ] 20[ insert year ] by 1 [ insert name of offeror ], a company incorporated in England and Wales under number [ insert company number ], whose registered office is at [ insert address ] (the Company). Background ( A) To support a takeover offer for [ offeree PLC ] (the Offeree), the Company invited shareholders of the Offeree to elect to receive loan notes issued by the Company as an alternative to receiving [ cash AND/ OR [ and ] new Company shares ] as consideration for the disposal of their shares in the Offeree to the Company (the Loan Note Alternative). ( B) The terms of the offer are set out in [ an offer document OR a scheme document ] issued by the Company on [ date ] 20[ year ] (the [...
The Secretariat of the International Court of Arbitration International Chamber of Commerce [ Address of an approved ICC office and by email to the relevant address for the office ] [ Date ] Dear [ ICC Secretariat ], Request for Arbitration : [ Party names ] [ Law firm case reference number ] Please find herewith enclosed our Request for Arbitration submitted pursuant to the 2021 ICC Rules of Arbitration ( ICC Rules) [ with accompanying documents ], on behalf of [ name of claimant party or parties ] whom we represent and advise. We additionally enclose [ the filing fee of US$ [ X, XXX]. OR A filing fee of US$ [ X, XXX] has been made by wire transfer with reference [ insert reference ]. ]. [ The Claimant requests, in accordance with article 4(4)(b) of the ICC Rules, that the Secretariat transmits the Request by...
[ Name and address ] [ Email address ] [ Date ] Dear [ Name ] Arbitration between [ Claimant ] and [ Respondent ] [ Law firm reference ] We act for [ name of party ]. On [ date ], [ name of party ] initiated arbitration against [ name of party ] pursuant to an arbitration agreement concluded on [ date ] in [ name of contract ]......
By e-mail to casework@lcia.org LCIA Registrar London Court of International Arbitration1 Paternoster Lane London EC4M 7BQUnited Kingdom [ Date ] Dear [ Registrar of the LCIA Court ], Request for Arbitration: [ Party names ] [ Law firm case reference number ] We submit this as a Request for Arbitration under Article 1 of the LCIA Arbitration Rules on behalf of [ name of claimant party ] for whom we act......
Date [ date ] Parties [ name of (first) Owner ] [ and [ name of second Owner ] ] [ [ both ] of OR incorporated in England and Wales (company registration number [ number ]) having its registered office at ] [ address ] ( [ together ] Owner ) [ name of Promoter ] [ of OR incorporated in England and Wales (company registration number [ number ]) having its registered office at ] [ address ] ( Promoter ) 1 Definitions In this Agreement, the following expressions shall have these meanings: [ Adverse Rights • any easement, covenant, right or other interest in or over the Property, the release, discharge or alteration of which is reasonably required in order to: (a) achieve the Objective; or (b) facilitate the Development; ] [ Adverse Rights Agreement • any instrument giving legal effect to the release, discharge or...
1 Definitions Authorised Recipients: directors/senior managers; your agents/advisers; and any funders. Confidential Information: all data on the Property from Seller discussions; plus the existence, nature and progress of negotiations and this letter. 2 Undertakings Use only to assess the Property/ Transaction; keep it confidential; disclose solely to Authorised Recipients; discuss only with the Seller; do not enter or inspect; brief recipients and ensure compliance; return, destroy and delete on request or if the deal ends; do not seek any commercial advantage. 3 Exceptions Information public at disclosure; later public or lawfully obtained; or disclosure required by law/regulator with prompt notice. 4 Representations and warranties No representation or warranty; you must rely on your own judgement; fraud excepted. 5 Offer and duration Not an offer or contract; Seller may cease providing information. 6 Costs No reimbursement unless agreed in writing. 7 Indemnity You indemnify the Seller for losses from breach. 8 Principal You act as principal, not agent or...
Claimant [ insert number of witness statement ] witness statement of [ Insert witness name ] Exhibits: [ Insert exhibit reference ] Date the statement was made: [ Insert date ] [ Translation date: [ insert date ] ] IN THE HIGH COURT BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALES QUEEN’ S BENCH DIVISION COMMERCIAL COURT CLAIM NO [ Claim number ] BETWEEN: 1 JFK Ltd Claimant/ Respondent and 2 LHR Ltd Defendant/ Claimant Witness statement of John Smith I, JOHN SMITH, of LN LLP, 1 Lexis House, London, EC2X 1XX, state as follows I am a solicitor and a partner at the law firm LN LLP of 1 Lexis House, London EC2X 1XX. I manage the day-to-day conduct of this matter on behalf of the Claimant. I am duly authorised to provide this statement for the Claimant......
To access the sample case study arbitration claim form, follow the link located on the right hand side. The key issues when drafting a section 72 of the Arbitration Act 1996 ( AA 1996) application using an arbitration claim form include the following: Ensure the correct court document is used—the application must be filed on Form N8 Claim Form (arbitration) Complete the claimant/defendant boxes—the claim form must set out clearly who is the claimant and who is the defendant in these court proceedings, and identify which party is the claimant and which is the respondent in the underlying arbitration......
Venture Capital Reliefs Team [ insert date of letter ] HM Revenue and Customs [ insert the email address of sender ] BX9 1QL [ insert the contact telephone number of sender ] Our reference: [ insert the reference number of the company or sender ] Your reference: [ insert HMRC reference if prior correspondence exists, otherwise leave blank ] [ Dear Sirs OR [ insert name of HMRC inspector ] ] [ insert company name ] ( Company) — application for advance assurance under the enterprise management incentives ( EMI) scheme 1 Purpose of the letter I write on the Company’s behalf to seek confirmation in advance that the Company is......
[ insert option holder’s name ] [ insert option holder’s address ] Dear [ insert option holder’s name ] Formal proposal to carry forward an option issued under [ insert name of scheme/details of the option agreement pursuant to which the option was granted ] ( EMI Scheme) 1 Introduction 1.1 We draw your attention to the following: 1.1.1 the intended purchase of [ insert name of company whose shares are currently under option ] ( Company) by [ insert name of acquiring company ] ( Acquiring Company and Acquisition) and 1.1.2 the EMI option relating to [ insert number of shares originally granted under option and the class of shares ] shares in the Company ( Option) awarded to you pursuant to an option agreement dated [ insert date of the option agreement pursuant to which the original option was granted ] ( Option...
GRANT OF OPTIONS Following the passing of the necessary shareholder and/or board resolutions that adopt the EMI Scheme and approve the grant of EMI options, the option agreements must be executed and witnessed by the relevant option holders, and signed on behalf of the Company by [ two directors or a director and a company secretary OR a director in the presence of a witness ]. If the grantor of the EMI options is not the Company, the grantor must also sign the option agreements. Once all signatures and witnessing are complete, the agreements should be dated, using the date on which the final party executes the option agreement. After execution, the Company should keep the original agreement and provide each option holder with a copy, together with a copy of the EMI Scheme rules and the Company’s articles of...
[ TO BE PRODUCED ON THE LENDER’ S LETTERHEADED PAPER ] [ insert name and address of borrower ] [ insert date ] Dear [ insert full name of borrower ] We are pleased to make available to you a Sterling loan facility in a total principal sum of £[ insert amount in figures ] ([ insert amount in words ] Sterling) [ for the purpose of [ insert details ] ] on the following terms and conditions: 1 Definitions 1.1 In this letter, except where stated otherwise: Base Rate refers to the prevailing base rate of [ the Lender OR [ insert name of Bank ] ] as applicable from time to time; Borrower denotes [ insert name of company ], a company incorporated in England and Wales with registered number [ insert company number ], whose registered office is at [ insert address ]; Business Day means a day, other than a...
Covering letter [ Headed paper ] To: [ Insert arbitrator’s name and address ] Dear [ Insert name ], [ Insert case name and reference ] We represent [ the Claimant OR the Respondent ] in the above arbitration. This correspondence is issued on behalf of both parties and has been approved by [ the Claimant OR the Respondent ]......
In the matter of the arbitration act 1996 And In the matter of an arbitration Between: [ Name of Claimant ] Claimant –and– [ Name of Respondent/ Applicant ] Respondent/ Applicant 1 This application is brought by the Respondent pursuant to section 30 of the Arbitration Act 1996 ( AA 1996). The Respondent within the arbitration now applies for a determination from the tribunal that it lacks substantive jurisdiction to hear or decide the dispute which is the subject of the arbitral proceedings commenced by the Claimant because [ insert reasons for lack of jurisdiction, eg that the dispute is outside the scope of the parties’ agreement to arbitrate ]. 2 References to page numbers in this application are to the pages in the paginated bundle supplied with this application......
CASE NO: [ insert case number ] IN THE HIGH COURT OF JUSTICE BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALESINSOLVENCY AND COMPANIES LIST ( Ch D) IN THE MATTER OF [ insert company’s name ] AND IN RESPECT OF THE INSOLVENCY ACT 1986 BETWEEN [ insert names(s) of the Applicant(s) ] Applicant(s) AND [ insert names(s) of the Respondent(s) ] Respondent(s) My assessment is that this case will take the court approximately [ ... ] mins/hours. I confirm this is urgent business, and that: the application ought to be heard at the earliest possible time; or the application needs to be listed before [ specify date ]. It cannot wait to be heard by the ICC Judge in the usual sequence, because [ specify reasons...
date [ date ] Parties [ name of Grantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] ( Grantor) [ name of Grantee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] ( Grantee) [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] ( [ address ] ( Mortgagee) ] 1 Definitions Within this Deed, the terms below shall have the meanings set out: Dominant Land • the [ freehold OR leasehold OR land known as [ description ] [ registered at HM Land Registry under title number [ number ] ] [ and shown [...
Schedule 4 The Properties Part A The Freehold Properties Address of property; title reference and class of title; registered owner; additional issues affecting the property not shown on the register; allocation of sale proceeds; absent documentation. Property 1 [ details ] [ details ] [ details ] [ details ] [ details ] [ details ] Property 2 [ details ] [ details ] [ details ] [ details ] [ details ] [ details ] Property 3 [ details ] [ details ] [ details ] [ details ] [ details ] [ details ] Property 4 [ details ] [ details ] [ details ] [ details ] [ details ] [ details ] Property 5 [ details ] [ details ] [ details ] [ details ] [ details ] [ details ] Part B The...
[ Assignee’s headed notepaper ] To: [ Insert name and address of recipient—the counterparty to the contract being assigned ] [ Insert date ] Dear [ name of the counterparty to the contract being assigned ] Notice of assignment We refer to the [ [ insert title of contract or agreement ] OR loan agreement ] dated [ insert date ] between [ insert name of assignor ] ( Assignor) and [ insert name of recipient ] [ concerning [ insert details of the contract ] OR for an amount of [ insert amount ] ] ( Contract)......
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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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