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Q&As
If land is listed as an asset of community value under the Localism Act 2011 (LA 2011) and the owner wishes to make a relevant disposal of the land, he must inform the local council authority. This will trigger the moratorium period set out in s 95. 'Relevant disposal' is defined in s 96 as follows: (2) A disposal of the freehold estate in land is a relevant disposal of the land if it is a disposal with vacant possession. (3) A grant or assignment of a qualifying leasehold estate in land is a relevant disposal of the land if it is
Q&As
Section 20 of the Party Wall etc Act 1996 (PWA 1996) defines ‘building owner’ as ‘an owner of land who is desirous of exercising rights under this Act’. An owner is defined as including ‘a person in possession of land, otherwise than as a mortgagee
Q&As
For information on the residence nil rate band (RNRB) and the conditions for it to apply, see Practice Note: IHT—residence nil rate band. The qualifying residential interest which is to be set against the RNRB, must be 'closely inherited'. 'Closely inherited' is defined as inherited by a lineal descendant, that is a child, grandchild or remoter issue. Lineal descendant is also taken to include an adopted child, step-child, foster child or ward in cases where a person has been appointed as guardian. Although the legislation goes into detail to define adopted person, foster parent and guardian, it does not attempt to define the term 'step-child'. See section 8K of the Inheritance
Q&As
The same basic framework to categorise trusts is used in all Model 1A-type Intergovernmental Agreements arising out of the US Foreign Account Tax Compliance Act (FATCA). These agreements include the UK's agreements with the Crown Dependencies and the Overseas Territories (CDOT), and the OECD Common Reporting Standard (CRS). The International Tax Compliance Regulations 2015, SI 2015/878 have effect from 15 April 2015 and consolidate the various requirements for the automatic exchange of tax information (AEOI) into a single regime. There are four categories of Financial Institution common to both the FATCA and CRS agreements: • Custodial Institution • Depository Institution • Investment
Q&As
Paragraph 1A of Appendix C to the Immigration Rules states as follows: ‘1A. In all cases where an applicant is required to obtain points under Appendix C, the applicant must meet the requirements listed below: The applicant must have the funds specified in the relevant part of Appendix C at the date of the application.’ The amount which must be shown (referred to as ‘sufficient level of funds’), and the time period over which it must be held, varies depending on the type of application being made. For Tier 1 (Entrepreneur) applications, for instance, the period is 90 days.
Q&As
A person with significant control (PSC) is a legal person with significant control over a company. Schedule 1A Part 1 of the Companies Act 2006 specifies five conditions (Conditions) (at least one of which must be met) for the individual to be a person with ‘significant control’. The Conditions are: • Condition 1: direct or indirect ownership of more than 25% of the shares in the company • Condition 2: direct or indirect control of more than 25% of the voting rights in the company • Condition 3: a direct or indirect
Q&As
Under the Working Time Regulations 1998 (WTR 1998), SI 1998/1833, reg 23, a collective agreement or workforce agreement may be used to modify or exclude the application of the WTR 1998 provisions that relate to length of night work, daily
Q&As
For information on the National Minimum Wage (NMW), including conditions for eligibility and how the minimum hourly rate is calculated, see generally, Practice Note: National minimum wage. Most ‘workers’ who work in the UK are entitled to be paid the minimum wage. A person qualifies for the national minimum wage if they: • are a worker • who works, or ordinarily works, in the UK under their contract, and • have ceased to be of compulsory school age When it comes to determining whether or not a worker is being paid the minimum wage, the calculation essentially involves working
GLOSSARY
For value received is a traditional contractual and commercial phrase indicating that a party has given consideration, usually money, goods, services or some other bargained‑for benefit, in exchange for the rights or obligations set out in the document. It commonly appears in deeds, assignments of contractual rights, promissory notes, guarantees and other finance or security documents to signal that the transfer or obligation is supported by valuable consideration.The expression is not generally defined in statute or case law in the UK or Ireland, but is a descriptive formula used in practice. Its presence does not of itself prove that consideration has in fact been given; it evidences the parties’ intention that the instrument is supported by value, which may assist in resolving disputes over enforceability.Across England and Wales, Scotland, Northern Ireland and Ireland, usage and interpretation are broadly consistent, although it interacts with different underlying concepts: consideration in common law jurisdictions and “cause” or “gratuitous” versus “onerous” obligations in Scots law. In modern drafting, the phrase is often retained for precedent or evidential reasons rather than as a requirement for validity.
Q&As
It is rare for the joint venture company to be a party to a joint venture shareholders’ agreement (except perhaps in some joint ventures between a number of parties each of which has a minority shareholding). Russell v Northern Bank Development Corporation established that a company cannot validly fetter its statutory powers (eg to issue further shares) by contract. Restrictions which are purported to be placed on the joint venture company in a shareholders' agreement or other contractual mechanism will not be enforceable against the company (although they may remain enforceable against other parties if the offending provisions can be severed from the rest). If the parties wish to give the company the benefit of certain provisions of the shareholders' agreement (such as restrictive covenants binding
PRACTICE NOTES
CASE HUB ARCHIVED—this archived case hub reflects the position at the date of cancellation of the investigation on 8 February 2023 after the abandonment of the transaction; it is no longer maintained. See further, timeline. Case facts Outline UK merger investigation into the anticipated acquisition joint venture between ForFarmers N.V. (via ForFarmers UK Holdings Limited) and Boparan Private Office Limited (via Amber REI Holdings Limited) concerning ForFarmers UK Limited and 2 Agriculture Limited. The transaction involves horizontal overlaps in the supply of meat poultry feed and vertical overlaps in the supply of chicken. Latest developments On 8 February 2023, the CMA formally cancelled its phase 2 investigation following the parties’ decision to abandon their proposed joint venture.The CMA’s statutory deadline is 25 June 2023. Parties • ForFarmers UK Holdings (ForFarmers):The ForFarmers group, is a European Manufacture and supplier of animal feeds based in the Netherlands. It is listed on the Euronext Amsterdam. ForFarmers is active in the UK through its indirectly wholly owned subsidiary, ForFarmers UK. • Boparan Private Office Limited (Boparan): Boparan (a group of companies operated by, and
GLOSSARY
In legal practice, forbearance means a party deliberately refrains from exercising a legal right-typically delaying or agreeing not to enforce a claim, debt, security or remedy. The term is descriptive rather than statutory, though it appears in regulatory and accounting contexts (for example, FCA consumer credit/mortgage rules on lender forbearance; Central Bank of Ireland’s CCMA; and banking “forbearance measures” used for credit risk reporting).Key features include that forbearance is usually time‑limited, conditional and documented (forbearance letters, waivers, standstill agreements or amendments). In England & Wales, Northern Ireland and Ireland, an agreement to forbear to sue can constitute good consideration if the underlying claim is arguable or honestly believed to be valid; in Scotland, parties may agree a compromise (transaction) without the doctrine of consideration.Forbearance does not of itself waive rights or pause limitation periods; express reservations are standard, and limitation is preserved only by a valid standstill or statutory/insolvency moratorium. Forbearance may affect guarantees and co‑obligors, so consents and waiver wording should be checked.Usage is broadly consistent across the UK and Ireland, especially in finance, restructuring and dispute settlement, where forbearance facilitates short‑term relief and negotiated solutions.