Term sheet for an unsecured syndicated facility for an investment grade borrower incorporated as a limited liability company in England and Wales with or without guarantees In relation to a £[•] term loan facility to be provided to [insert name of borrower] Date [•] 20[•] This term sheet is indicative only and is intended as a guide to what will be included in final documentation. It is not an offer to provide the facility. Provision of the facility is subject to satisfactory due diligence, credit committee approval[, the mandate letter] and satisfactory final documentation. 1 Parties Borrower [Insert name of borrower] [ Guarantor(s) ] [[Insert names of group company/companies providing a guarantee]] Mandated Lead Arranger [Insert name of Mandated Lead Arranger(s)] Agent [Insert name of Agent] Lenders As selected by the Mandated Lead Arranger[s] [in consultation with the Borrower] [ Obligors ] [The Borrower and the Guarantors] [ Additional Guarantors ] [The facility agreement will be drafted so as to enable any wholly owned

Agreement between an investment manager and the trustees of a scheme that sets out the basis on which the manager will manage a portfolio of investments for the trustees.

The management of assets belonging to another person on a discretionary basis is a 'regulated activity' overseen by the Financial Conduct Authority (FCA). As a rule, trustees of occupational pension schemes (Trustees) will not usually be authorised by the FCA or under the relevant legislation to manage most types of assets under a pension scheme. This means Trustees will need to delegate their decision making on the day-to-day management of the scheme's assets to a party authorised by the FCA to carry out that investment on their behalf. The appointment of an investment manager (the Manager) is a common form of delegation of their main investment duties by Trustees. By appointing a Manager under a discretionary investment management agreement (an IMA), the Trustees are delegating their discretionary investment powers. The scheme's employer may also be a party to the IMA in order to satisfy the requirements relating to the recovery of VAT—for further information, see Practice Note: VAT and pension scheme costs. Unlike

Refers to the provision of defined contribution pension services where the investment manager only offers investment management services as opposed to bundled, where the investment manager also manages the administration and member communication aspects.

FORTHCOMING CHANGE 1: The Pension Schemes Act 2026 introduces measures designed to accelerate DC consolidation through a scale requirement and, if the government decides to exercise its reserve power, an asset allocation requirement. When/if they come into force, both requirements will target commercial Master Trusts and group personal pension schemes. Under the scale requirement, schemes must either manage assets totalling at least £25bn by 2030 or demonstrate a credible plan to achieve this threshold by 2035 if their current main scale default arrangement (MSDA) is valued at a minimum of £10bn, with provisions available for transitional pathways, new entrants, and certain exemptions such as for CDC schemes or those serving protected characteristics. If implemented, the asset allocation requirement will mandate that, unless exempted due to material financial detriment, schemes must secure regulatory approval by ensuring that a prescribed percentage of assets—in the form of qualifying productive finance assets like private equity, private debt, venture capital, and property—is maintained, subject to detailed parameters, exemptions and conditions. For further information, see Practice Note: DC consolidation. FORTHCOMING

Arbitration analysis: The Swiss Federal Supreme Court upheld a tribunal’s decision declining jurisdiction under the AANZFTA, holding that treaty protection required the claimant itself to have made a qualifying economic contribution, rather than merely owning or controlling an asset. The claimant’s acquisition of shares through an intra-group restructuring, alleged management services and reinvestment of profits did not satisfy that requirement. The decision is significant because it confirms that a contribution requirement may be implied from a treaty’s definition of ‘investment’, potentially affecting similarly worded investment treaties and corporate restructurings. It also illustrates the scope of Swiss judicial review: jurisdictional questions of law are reviewed fully, while the tribunal’s factual findings ordinarily remain binding. Produced in partnership with Mladen Stojiljković, Nino Sievi and Tobias Thaler of Nater Dallafior Ltd.

A portfolio's exposure to (or an investment manager's preference for) large or small cap stocks, and to value or growth stocks.

This Practice Note addresses investment treaty arbitration under the Energy Charter Treaty (‘ECT’). It covers the background of the ECT, the investors and investments it protects and the hurdles to establishing jurisdiction under the ECT, including exhausting the requirement to attempt amicable settlement, forum selection constraints, and the exercise of the ECT’s denial of benefits clause. This Practice Note also considers the issue of whether ECT arbitral tribunals have jurisdiction in arbitrations brought by investors from EU Member States against other EU Member States (intra-EU disputes) under the ECT in detail, as this has been a significant issue in ECT jurisprudence. This Practice Note has been updated to reflect relevant amendments to the ECT, adopted by the Energy Charter Conference in December 2024 (the ‘Modernised ECT’). The Modernised ECT provisionally applies to Contracting Parties from 3 September 2025 (unless the Contracting Party opted out by 3 March 2025). It will enter into force

ARCHIVED: This Practice Note has been archived and is not maintained. To access the 2019 tracker, see Practice Note: Investment treaty arbitration—2019—key arbitral awards and decisions tracker [Archived]. This Practice Note tracks the details of key awards and decisions issued by tribunals in investment treaty arbitration proceedings, principally those administered by the International Centre for the Settlement of Investment Disputes (ICSID). The Practice Note also covers relevant awards and decisions issued in proceedings conducted under the United Nations Commission on International Trade Law (UNCITRAL) Arbitration Rules and administered by other arbitral institutions such as the Arbitration Institute of the Stockholm Chamber of Commerce (SCC), the Permanent Court of Arbitration (PCA) and the International Court of Arbitration of the International Chamber of Commerce (ICC). While there is no recognised system of precedent in investment treaty arbitration, previous decisions are often cited by parties during proceedings and referred to by arbitral tribunals in their decisions. This Practice Note only features awards and decisions published in 2018, although they may have, in some cases,

ARCHIVED: This Practice Note has been archived and is not maintained. This Practice Note tracks the details of key awards and decisions issued by tribunals in investment treaty arbitration proceedings, principally those administered by the International Centre for the Settlement of Investment Disputes (ICSID). The Practice Note also covers relevant awards and decisions issued in proceedings conducted under the United Nations Commission on International Trade Law (UNCITRAL) Arbitration Rules and administered by other arbitral institutions such as the Arbitration Institute of the Stockholm Chamber of Commerce (SCC), the Permanent Court of Arbitration (PCA) and the International Court of Arbitration of the International Chamber of Commerce (ICC). While there is no recognised system of precedent in investment treaty arbitration, previous decisions are often cited by parties during proceedings and referred to by arbitral tribunals in their decisions. This Practice Note only features awards and decisions published in 2019, although they may have, in some cases, been issued to the parties prior to 2019. The previous tracker is available here: Investment treaty

ARCHIVED: This Practice Note has been archived and is not maintained. This Practice Note tracks the details of key awards and decisions issued by tribunals in investment treaty arbitration proceedings, principally those administered by the International Centre for the Settlement of Investment Disputes (ICSID). The Practice Note also covers relevant awards and decisions issued in proceedings conducted under the United Nations Commission on International Trade Law (UNCITRAL) Arbitration Rules and administered by other arbitral institutions such as the Arbitration Institute of the Stockholm Chamber of Commerce (SCC), the Permanent Court of Arbitration (PCA) and the International Court of Arbitration of the International Chamber of Commerce (ICC). Decisions of ad hoc Committees in ICSID annulment proceedings are also included. While there is no recognised system of precedent in investment treaty arbitration, previous decisions are often cited by parties during proceedings and referred to by arbitral tribunals in their decisions. This Practice Note only features awards and decisions published in 2020, although they may have, in some cases, been issued to the parties

ARCHIVED: This Practice Note has been archived and is not maintained. This Practice Note tracks the details of key awards and decisions issued by tribunals in investment treaty arbitration proceedings, principally those administered by the International Centre for the Settlement of Investment Disputes (ICSID). The Practice Note also covers relevant awards and decisions issued in proceedings conducted under the United Nations Commission on International Trade Law (UNCITRAL) arbitration Rules and administered by other arbitral institutions such as the Arbitration Institute of the Stockholm Chamber of Commerce (SCC), the Permanent Court of Arbitration (PCA) and the International Court of Arbitration of the International Chamber of Commerce (ICC). Decisions of ad hoc Committees in ICSID annulment proceedings are also included. While there is no recognised system of precedent in investment treaty arbitration, previous decisions are often cited by parties during proceedings and referred to by arbitral tribunals in their decisions. This Practice Note only features awards and decisions published in 2021, although they may have, in some cases, been issued to the