The Financial Conduct Authority (FCA) authorised funds can be structured as umbrella funds which have underlying sub-funds. The property of a sub-fund can only be used to discharge the liabilities of that sub-fund so there is asset segregation. Open ended investment companies (OEICs), authorised contractual schemes (ACS) that are co-ownership schemes and authorised unit trust schemes (AUT) can be structured as umbrella funds. However, as set out in FCA Handbook, COLL 1.2.1A, ACS

Individual voluntary arrangement An individual voluntary arrangement (IVA) is an agreement that is entered into under Pt XIII of the Insolvency Act 1986 (IA 1986) between an individual and their creditors and maybe even third parties for an arrangement of that person’s debts or a scheme or arrangement of their affairs. An IVA has contractual effect, the terms of which are located in the IVA proposal and is binding on all creditors, including those creditors who voted against the proposal, so long as the voting threshold approving the IVA proposal was obtained. The effect of an IVA is determined by reference to its terms. In Re SHB Realisations Ltd (formerly BHS Ltd) (in liquidation); Wright and another (as joint liquidators of SHB Realisations Ltd (formerly BHS Ltd) (in liquidation))

This Practice Note considers the laws an arbitral tribunal should apply when making its substantive award, and what rules it should follow to determine those laws where the parties have made no express choice. It assumes the tribunal is seated in England and Wales (England and English are used as convenient shorthand) or Northern Ireland. It specifically addresses international arbitrations, which, for these purposes, means arbitrations in which one or more of the parties is domiciled outside England and Wales or where the contract is to be performed overseas. Practice Note: Applicable laws in international arbitration may also be of interest to practitioners. Guidance on applicable law in the context of civil litigation is also available: Applicable law principles—overview, Applicable law (UK regime)—overview and Applicable law (EU regime)—overview. The law applicable to the substance of the dispute In general terms, the applicable law of a contract is the system of private law that defines the rights and obligations of the parties to the agreement. The applicable law is also the body of law

A B C D E F G H I J K L M N O P Q R S T U V W X Y Z Taking-Over Certificate The certificate issued by the Engineer under a FIDIC contract (by the Employer in the Silver Book) which certifies that the Works (or a Section) have been completed to the extent required under the contract and the date that this was achieved (similar to a certificate of practical completion in JCT contracts). See Practice Notes: FIDIC contracts 2017—time and FIDIC contracts (pre-2017 editions)—time. Taking off The recording of dimensions taken from drawings or schedules. The first stage in preparing bills of quantities. Target cost contract A type of cost reimburseable contract under which the contractor is paid the ‘actual cost’ it incurs in carrying out the works, but is subject to a target cost which is agreed by the parties at the beginning of the project. At the end of the project, the parties apply a mechanism/formula to calculate whether savings were made or whether costs overran—the contractor will

Generally, an employer has the freedom to modify non-contractual terms at any time without securing the agreement of the employee, provided that this is not done in a discriminatory or inherently unreasonable manner. As to whether the employer can be estopped from doing so where it has promised, as in this case, that it will not withdraw an employee benefit scheme, will depend on the specific circumstances. Under the doctrine of promissory estoppel, where one party (the promisor) promises the other (the promisee) that they will not insist upon their strict rights under the contract, the promisor will not be allowed to resile from that position except upon giving reasonable notice. Further, if, by acting upon the promise, the promisee suffers prejudice, such as to make it inequitable for the promisor to go back on their promise, they will not be permitted to do so. In order successfully to invoke the doctrine, it is necessary

Under section 19 of the Financial Services and Markets Act 2000 (FSMA 2000), a person cannot carry out a regulated activity, or purport to do so, in the UK unless they are either an authorised person (ie authorised by the Prudential Regulation Authority (PRA) and/or the Financial Conduct Authority (FCA)), or an exempt person (eg by being an appointed representative). An activity is a regulated activity if it is: • an activity of a specified kind which is carried on by way of business, and

During the coronavirus (COVID-19) pandemic, many employees have been working from home either: • during lockdown periods, as a result of the legal prohibition on leaving home unless an exception applies, eg it is reasonably necessary for them to leave or be outside the home for the purposes of work • at other times, as a result of government guidance, eg that everyone should work from home if they can For further information, see: • Practice Note: Coronavirus (COVID-19)—national lockdown restrictions 6 January to 28 March 2021 [Archived], in particular section: Working from home or in the workplace • Practice Note: Coronavirus (COVID-19)—managing the workplace to 18 July 2021 [Archived], in particular section: Where employees should work In addition, as set out in the BEIS Working safely guidance (see eg the Offices and contact centres guidance),

The courts in England and Wales have jurisdiction in relation to proceedings for divorce and judicial separation under Council Regulation EC 2201/2003 (commonly called Brussels II bis). Under Article 3 of Council Regulation EC 2201/2003, Brussels II bis, in matters relating to divorce, judicial separation and marriage annulment, jurisdiction lies with the courts of the contracting state in whose territory: • the spouses are habitually resident, or • the spouses were last habitually resident, and one of them still resides there • the respondent is habitually resident • in the event of a joint application, either of the spouses is habitually resident—note that this basis of jurisdiction is not relevant to England and Wales due to the repeal of Part II of the Family Law Act 1996 by

[ To be typed on Company headed notepaper, including the company number ] Private & Confidential [Enter name and address of Chair] [Enter date] Dear [enter name], [insert name of company] (Company) I am pleased to confirm that, on [insert date], the board of directors of the Company (Board)[ accepted the recommendation of the nomination committee and] approved your appointment as[ independent] non-executive chair of the Company. This letter sets out the main terms of your appointment. It is agreed that, on acceptance by you, this letter will constitute a contract for services and not a contract of employment. For the avoidance of doubt, you are not an employee[ or worker] of the Company. 1 Appointment and term 1.1 Subject to the remaining provisions of this letter, your appointment will begin on [insert date] and, subject to paragraph 1.3 (Automatic termination) below, will continue [for an initial fixed term of [insert duration, eg two years] expiring on [insert date] OR until the conclusion of the Company’s annual general meeting (AGM) occurring approximately [insert duration, eg three years] from that date], unless terminated earlier

There is no judicially accepted definition of the term ‘force majeure’, so what the parties mean by it must be expressly set out in the contract (ie just referring to ‘force majeure’ doesn’t work) and any specific requirements relating to the procedural aspects of invoking a force majeure clause should be followed by the relevant parties. Force majeure provisions often state that, upon the occurrence of a specified event which is outside of a party’s reasonable control, that party will be excused from performing part or all of its specific obligations under the contract (and at some later point, maybe have a right to terminate the contract) and will not be liable for failing to perform those obligations. If a party wishes to trigger a force majeure clause, consider the following: Is it a defined ‘force majeure event’? This will depend on the scope of the definition of ‘force majeure’ or ‘force majeure event’ in the contract. A reference to ‘usual force majeure clauses’ has been held void for uncertainty.

Section 41 of the Equality Act 2010 (EqA 2010) extends protection in the employment context to ‘contract workers’, ie those employed by one person (the employer) and supplied by the employer to another (the principal) to do work in furtherance of a contract to which the principal is a party, regardless of whether the employer is also a party to that contract (EqA 2010, s 41(5), 41(7)). The fact that the employer does not need to have contracted with the principal means that there may be a contractual

The Landlord and Tenant Act 1985 (LTA 1985) operates by imposing a series of constraints on the recoverability of residential services charge. It does not operate to directly limit the terms on which services are provided to tenants or the building their unit is located in. Rather it puts landlords at risk the result falls outside the constraints imposed. So service charges that are not reasonable or demanded within the provided time-frame will not be recoverable. Qualifying long term contracts are subject to an additional constraint namely the requirement for consultation. Qualifying long term contracts are those contracts lasting 12 months or more under which services costing each tenant £100 or more per year. Where