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GLOSSARY
Under the CA 1985, an extraordinary resolution was a type of resolution required to be passed for certain matters, eg modifying the rights of classes of shareholders or winding-up. It was passed in the same way as a special resolution; by at least 75% of the members voting in person or by proxy or corporate representative at a general meeting. Extraordinary resolutions have ceased to exist under the CA 2006. However, the terminology is still occasionally used by companies that refer to extraordinary resolutions (and extraordinary general meetings) in their articles of association.
PRACTICE NOTES
The European Commission’s (Commission) jurisdiction to prosecute antitrust infringements committed outside of the EEA by non-EEA-based undertakings has been the subject of much debate, particularly in light of the Commission’s cartel infringement proceedings in the LCDs and CRTs cases. The issue of extraterritorial reach has also been raised in the context of unilateral conduct, as exemplified in Case C-413/14 Intel v Commission (see below). Although the EU treaties do not provide specific guidance on the extraterritorial reach of EU competition rules, the Court of Justice has over time devised a number of tests to determine whether, in a given case, the Commission has appropriate jurisdiction. Extraterritorial jurisdiction The Court of Justice has developed three doctrines: • the single economic entity doctrine that enables the Commission to assert jurisdiction over the parent company of a subsidiary located and engaged in illegal activity within the EEA • the implementation doctrine that focuses on the extent to which the anti-competitive conduct has been implemented in the EEA, and • the qualified effects doctrine, whereby the Commission needs to show that
GLOSSARY
the ability of a competition authority or a claimant to prosecute law'>competition law infringements committed outside its territory.
GLOSSARY
Although extreme events ‘cannot happen’, they often do, and quite frequently; they are the reason investment managers give for underperformance.
PRACTICE NOTES
Possessing extreme pornography Simple possession of extreme pornography is an offence under section 63 of the Criminal Justice and Immigration Act 2008 (CJIA 2008). This is more commonly charged than an offence under the Obscene Publications Act 1959 as the element of publication is not required and so it is easier to prove. See Practice Note: Obscene publications. Pornography differs from obscenity in that obscene material may deprave and corrupt, and it may be violent or morally repugnant, whereas the pornography offence requires the images to be sexual images of a gross or extreme nature. Images of extreme violence may be obscene but will not be pornography unless they have a sexual origin or purpose. The offence is designed to stop the increase of extreme material and it applies equally online and offline, and to moving and still images, however produced. The possession of extreme pornography offence cuts across the rights of an individual to a private life but the offence was intended to protect those who are coerced through trafficking or drug addiction to participate in creating
GLOSSARY
Extrinsic evidence is material used by a court that comes from outside the wording of a document or statute, to help interpret or apply it. It typically includes surrounding circumstances, background facts, prior negotiations, conduct of the parties, and industry practice, as opposed to the “four corners” of the written instrument itself. In contract law across England and Wales, Scotland, Northern Ireland and Ireland, extrinsic evidence is frequently considered when construing ambiguous terms, identifying the factual matrix, or implying terms, but is generally not admissible to contradict clear, unambiguous wording. The parol evidence rule and its recognised exceptions structure this analysis in common law jurisdictions. In statutory interpretation, UK and Irish courts may use extrinsic aids such as Hansard, Law Commission reports and explanatory notes, subject to principles developed in case law (for example Pepper v Hart in England and Wales). The concept is largely a descriptive one rather than a single codified definition, but it is embedded in evidence law, contract interpretation and construction of deeds, wills and commercial instruments throughout the UK and Ireland.
NEWS
The court dismissed an appeal against a refusal to grant retrospective planning permission and the issue of an enforcement notice. As neither party had produced a plan which was part of the planning register, the court could look at extrinsic evidence in determining which plan had been approved by the authority. The authority had had no power to issue a variation notice to the enforcement notice, therefore it was the variation notice, rather than the enforcement notice, which was null.
PRACTICE NOTES
Identification procedures In every criminal case the prosecution must prove the identity of the person who perpetrated or participated in the commission of an offence. Visual identification is the most common form of identification. It can also be the most problematic because such evidence may be unreliable even where an eyewitness honestly believes that they have made a correct identification. The identification procedures which govern eyewitnesses are contained in Code of Practice D of the Police and Criminal Evidence Act 1984, known as PACE Code D. The procedures generally do not apply to cases involving recognition. See Practice Note: Challenging visual identification evidence. The identification procedures are designed to test the reliability of the witness to identify a suspect and to provide safeguards against mistaken identification. The procedures will vary depending on whether the suspect is: • known and available • known but not available • not known References to a suspect being 'known' means there is sufficient information known to the police to justify the arrest of a particular person. References to a suspect
NEWS
Ireland-Banking & Financial Services analysis: This article was written by A&L Goodbody’s Financial Regulation Advisory Team. The CBI recently reported the results of a desk-based thematic assessment of key aspects of the fitness and probity (F&P) regime within the Markets in Financial Instruments Directive (MiFID) investment firm sector.
PRACTICE NOTES
The Fluorinated Greenhouse Gases Regulations 2015 (F-gas Regulations 2015), SI 2015/310 replace and revoke the Fluorinated Greenhouse Gases Regulations 2009, SI 2009/261 to give effect to Regulation (EU) No 517/2014 on fluorinated greenhouse gases, which superseded and repealed the original regulation on fluorinated greenhouse gases, Regulation (EC) No 842/2006. Assimilated Regulation (EU) No 517/2014 (the GB F-gas Regulation) now applies in GB as assimilated law. In the EU, Regulation (EU) 2024/573 repeals and replaces Regulation (EU) No 517/2014 and came into force on 11 March 2024. Assimilated law is the name given to retained EU law (REUL) which remains in force after the end of 2023. The re-categorisation of REUL (and associated terms) to assimilated law reflects a change in its status and treatment under UK law, in that it is generally to be interpreted according to ordinary domestic law and principles. From 1 January 2024, REUL is ‘assimilated’ into domestic law by virtue of the fact it is generally stripped of EU-derived interpretive effects (eg supremacy of EU law, directly effective rights, and general principles
NEWS
Law360, London: A London judge allowed on 20 November 2025 a £64m (US$84m) claim from former Ferrari F1 driver Felipe Massa over an alleged conspiracy surrounding the 2008 world title to continue, while dismissing other claims against the sports governing body.
GLOSSARY
The European Union’s Joint Undertaking for ITER and the Development of Fusion Energy. The organisation was created under the Euratom Treaty by a decision of the Council of the European Union. F4E, which is located in Barcelona, Spain, is responsible for: providing Europe's contribution to ITER, supporting fusion research and development and contributing towards the construction of demonstration fusion reactors.