The rights preserved under the European Convention on Human Rights (ECHR), as set out in the Human Rights Act 1998, Sch 1, can be broadly divided into three groups: • absolute rights—which cannot be interfered with by the state or derogated from even in a state of emergency • limited rights—which may be interfered with in certain strict circumstances • qualified rights—which have to be balanced against the public interest and may therefore be interfered with, subject to a number of conditions set out in the relevant provisions This Practice Note identifies what qualified rights are, and examines the conditions which need to apply in order for an interference with those rights to be permitted under the ECHR. What Convention rights are qualified rights? Articles of the ECHR considered to be qualified rights are: • Article 8—the right to respect for private and family life • Article 9—the right to freedom of thought, conscience and religion • Article 10—the right to freedom of expression • Article 11—the right to freedom of assembly and association When

Quoted equities, investment grade bonds and cash.

A bond where the coupon and principal are fixed (as opposed to an inflation-linked bond).

Conventional international law refers to rules governing relations between states and international organisations that arise from written agreements, principally treaties and conventions, rather than from customary international law. In legal practice in the UK and Ireland, it is used to distinguish treaty-based obligations from unwritten customary norms or general principles of international law. The term itself is descriptive rather than a defined statutory expression, but it is widely used in public international law texts, case law and diplomatic practice across England and Wales, Scotland, Northern Ireland and Ireland, with no material difference in meaning between these jurisdictions. Conventional international law is created through the negotiation, signature, ratification and entry into force of international treaties (such as the European Convention on Human Rights or EU treaties pre-Brexit). Its practical significance lies in determining: which international obligations bind a state; how they should be interpreted (often by reference to the Vienna Convention on the Law of Treaties); and how they interact with domestic constitutional and legislative frameworks, including doctrines on incorporation, dualism and parliamentary supremacy.

A term used to describe a variety of technological and market trends involving the blurring of previously distinct lines between market segments such as cable television, telephony and Internet access, all of which can now be provided through a variety of different network platforms.

An agent who acquires possession of goods or securities which do not belong to the principal and deals with them wrongfully (for example, by selling them) is responsible for conversion and liable to account to their owner for their value.

Practical application Preserving positive covenants ‘Enlargement’ (conversion) of a long lease into a freehold can be used to preserve positive covenants; this is because, following enlargement, the freehold is subject to the same positive covenants as affected the lease (see Law of Property Act 1925 (LPA 1925, s 153(8)). This is, therefore, a potential option for a developer who intends to walk away once the final phase of a development is built and sold. The developer could grant enlargeable leases, with the rent for all units dropping to zero after the sale of the final unit. Each unit owner can then unilaterally execute a deed of enlargement, enlarging its lease into a freehold. The potential result (although this has yet to be judicially tested) is the creation a freehold scheme in which the burden of positive covenants can be enforced against successive owners. In practice this is rarely done. The grant of a 999-year lease, or the creation of an estate rentcharge scheme, are simpler ways of achieving the same result and are more likely to be

Rights by which preferred stock 'converts' into common stock. Usually, one has this right at any time after making an investment. Companies may want rights to force a conversion upon an IPO; upon hitting of certain sales or earnings' targets, or upon a majority or super-majority vote of the preferred stock. Conversion rights may carry with them anti-dilution protections.

Dispute Resolution analysis: This case concerned the granting of leases in the context of a hotel development. There are two key aspects of the Court of Appeal’s decision. First, the expansive interpretation of ‘converted’ in section 21(1)(b) of the Limitation Act 1980 (LA 1980) to disapply statutory limitation. Second, the Court of Appeal considered for the first time the interpretation of the deeming provision in section 44(5) of the Companies Act 2006 (CA 2006) and in particular the meaning of ‘good faith’. Written by Jack Dillon, barrister, Gatehouse Chambers.

A debt instrument paying a fixed rate of interest which offers the holder the right to convert into the underlying shares of the company

What does this Practice Note cover? This Practice Note explains the nature and structure of convertible and exchangeable securities. It covers: • what convertible and exchangeable securities are • why are they issued, • why investors choose to invest in them • the key terms typically found in convertible and exchangeable securities documentation, including share allocation on conversion and exchange, anti-dilution adjustments, investor protections, change of control and call options • disclosure requirements, and • private placements What are convertible and exchangeable securities? Convertible and exchangeable securities are types of equity-linked debt securities. They confer a right on the investor to convert its debt into equity (ie shares) of the issuer or to exchange its debt for equity in another company. This Practice Note deals mainly with transactions where both the securities and the exchange or conversion shares are tradeable and listed. They are also called 'hybrid securities' because they share characteristics of both debt and equity (see Practice Note: Debt securities and equity compared). The main difference between a convertible security and an exchangeable security is:

£ [insert number] [insert rate]% convertible[ subordinated ] redeemable loan notes 20[insert year] [insert name of issuer] This Instrument is dated [insert day and month] 20[insert year] Parties 1 [Insert name of issuing company] incorporated in England and Wales under number [insert company number] whose registered office is at [insert address] (Issuer) background The Issuer has resolved to create up to a maximum nominal amount of £[insert number] [insert rate]% convertible[ subordinated] redeemable loan notes to be constituted as set out in this document. It is agreed as follows: 1 Definitions and Interpretation 1.1 In this Instrument, unless the context otherwise requires the following expressions shall have the following meanings: Business Day • means a day, other than a Saturday, Sunday or public holiday, on which clearing banks are open for non-automated commercial business in the City of London; Certificate • means the certificate in the form set out in Schedule 3; Conditions • means the conditions set out in Schedule 1 as amended from time to time in accordance with this document; Default Event • means any of the events specified in clause 11; Encumbrance