This Practice Note looks at parallel loan agreements in PFI and PF2 projects. It considers the background to such agreements (arising out of the Housing Grants, Construction and Regeneration Act 1996 (HGCRA 1996)) and at the purpose and contents of the parallel loan agreement itself. At Budget 2018, delivered on 29 October 2018, the government announced that it would no longer use PFI or PF2 for new government projects (see News Analysis: Budget 2018—what does it mean for infrastructure and housebuilding?). The announcement did not terminate existing PFI or PF2 contracts. This Practice Note remains relevant to parallel loan arrangements associated with those projects. Background to parallel loan agreements To understand what a parallel loan agreement is requires an understanding of the legislative background that gave rise to them. The HGCRA 1996 extends to all 'construction contracts', as defined by the HGCRA and provides a statutory regime which must be adhered to by the parties to a construction contract in relation to payment and adjudication (see Practice Note: Introduction to the HGCRA 1996). Section 113

This new starter guide provides an introduction to Commercial law (Commercial). It is aimed at trainee solicitors and those who are new to Commercial as a practice area. It focuses on the key issues that arise when advising on Commercial matters and includes links to other Lexis+® UK sources and materials which provide more comprehensive information on the topics covered. Those who are new to Commercial are also likely to find the Overviews in each of the subtopics in the practice area useful. These Overviews summarise the law relating to a particular right or issue, providing links to relevant content within the subtopic to help navigate the area concerned. For an example, see: Outsourcing agreements—overview and Varying a contract—overview. Where something is not covered by this basic guide, use the Topics tab or Topics dropdown menu to browse further practice area content. What do Commercial lawyers do? Commercial lawyers act for businesses and organisations, providing guidance on an on-going basis in connection with their trading and operational requirements. They provide support to the board and senior management

ARCHIVED: This Practice Note has been archived and is not maintained. NOTE: On 5 September 2023, CIETAC introduced new revisions (Revisions) to its current 2015 arbitration rules, in response to the growing needs for flexibility and efficiency in the digital age and evolving practice in international arbitration following a revision plan initiated in April 2021. The Revisions across over 30 articles include digital case management, multi-tiered arbitration agreements, jurisdiction, multi-contract arbitrations, arbitral procedures and other challenging issues. The Revisions will become effective from 1 January 2024, and apply to all CIETAC arbitrations commenced as of that date. CIETAC’s current arbitration rules took effect from 1 January 2015 (the CIETAC Rules 2015). This Practice Note is UNDER REVIEW—it currently reflects CIETAC's structure and role as set out in the CIETAC Rules 2015. This Practice Note covers arbitration under the CIETAC Arbitration Rules 2015 (CIETAC Rules), which, generally, apply to arbitrations accepted by CIETAC on or after 1 January 2015 (CIETAC, art 84). For guidance on arbitration under the CIETAC Rules 2012, see: CIETAC

In property transactions the person buying, leasing or taking security over a property will check the title for the property before they proceed with the transaction. However between checking the title and the deed in their favour (the Deed) being presented for registration in the appropriate land register the situation could alter depriving the buyer/tenant/lender of the rights they thought they were acquiring. Although the risk will be addressed in the contract between the parties, there are also protections available through the registration process. See Practice Note: The ‘registration gap’. The way to avoid the risk in England and Wales is to carry out an official search with priority (priority search) in the HM Land Registry and ensure that the Deed is registered during the priority period. See Practice Note: Pre-completion searches—Official search with priority—registered land or seller's title pending first registration—registrable dispositions for valuable consideration. In Scotland, the risk is addressed by an advance notice and ensuring that the Deed is registered

This Practice Note explains that penalties may be payable for: • failing to: ◦ submit construction industry scheme (CIS) returns, including nil returns, on time, or ◦ pay the tax withheld under the CIS rules to HMRC on time • submitting inaccurate CIS returns • deliberate failures to comply with the CIS scheme, or PAYE obligations The CIS was devised to limit the amount of tax lost as a result of sub-contractors in the construction industry under-declaring or failing to notify their chargeability to UK tax. Measures to improve compliance with, and tackle fraud by, businesses within the CIS were Announced at Budget 2025, and legislated for in the Finance Act 2026. They were modelled on the VAT measures that restrict input tax recovery where a supplier knows or should have known that the supply was connected to the fraudulent evasion of VAT. For more information on these measures, see Practice Note: The construction industry scheme and deliberate non-compliance. The scheme operates to withhold tax at source at the point of making a 'contract

THIS PRACTICE NOTE APPLIES IN RELATION TO OCCUPATIONAL AND PERSONAL PENSION SCHEMES Disputes in relation to a pension schemes can take various forms. Depending on the type of scheme in question and the relevant facts, they can be potentially pursued through a number of different avenues. This Practice Note focuses on disputes that may be brought by aggrieved members in respect of pension rights under occupational or personal pension schemes. Disputes relating to occupational pension schemes An employee (or former employee) with a complaint relating to their pension rights under a trust-based occupational pension scheme acquired during the course of employment may (depending on the particular facts of their claim) have two principal avenues through which they can pursue their claim: • make a written complaint against their employer—this is possible if the pension claim in question can be shown to relate to contractual rights under their contract of employment • make a written complaint against the scheme trustees (and potentially again, the employer) insofar as the claim can be shown to arise

This week's edition of Public Law weekly highlights includes: proposals for UK electoral reform including lowering the voting age to 16, an update on proposed amendments to the Human Rights Act 1998 following SW v UK, announcement of a Defence Committee investigation into the concealed Afghanistan data breach, and updated guidance on the Model Services Contract. Also in this edition, an evaluation of Common Frameworks, the latest updates to the Assimilated Law Parliamentary Report, replacement of the Committee on Standards in Public Life with a new Ethics and Integrity Commission, and a new Cabinet Office dashboard tracking implementation of public inquiry recommendations. Case updates this week include a Supreme Court decision on the Freedom of Information Act 2000 confirming that, where multiple qualified exemptions potentially apply, authorities may consider the combined public interest in maintaining all applicable exemptions. Further case updates include the European Court of Human Rights’ decision in Bradshaw v UK, a decision upholding the six-week response period for a public consultation on changes to an EHRC Code of Practice following For Women Scotland Ltd v Scottish Ministers, a ruling against a Police Chief Constable in a case concerning the Public Sector Equality Duty and the duty of impartiality, plus a number of further analyses on recent judicial review decisions. This edition features further updates on Brexit highlights, Brexit SIs, post-Brexit guidance, constitutional and administrative law, equality and human rights, public procurement, judicial review, subsidy control and State aid, information law, and other public law news.

Banking & Finance analysis: Little and another v Olympian Homes Ltd(2024) relates to two applications to set aside statutory demands arising out of personal guarantees. The personal guarantees were given by the applicants in respect of a facility agreement. The principal amount due was paid late, and the lender served statutory demands in respect of default interest payable pursuant to the facility agreement. The applicants argued the lender had waived its entitlement to contractual interest by way of email correspondence (contractual waiver) or, alternatively, by virtue of its conduct (waiver estoppel). The court was clear the applicants were unable to rely on any argument there had been an oral waiver of the terms of the facility agreement, given the facility agreement explicitly provided any contractual waiver was to be made in writing. The court also rejected the applicants’ argument certain email correspondence amounted to a written waiver of the contract, given the emails on which the applicants relied related mainly to repayment of the principal amount and the release of the security, rather than the payment or non-payment of interest. The court did, however, accept there was a genuine triable issue on the applicant’s waiver estoppel argument. The court found the lender had provided by email a clear and unequivocal representation or promise that the applicants were released from the terms of the facility agreement. Written by Ellie Boreham, associate at Keidan Harrison LLP.

This week's edition of Local Government weekly highlights includes: latest coverage on the upcoming general election including analysis on the intersection of food safety, regulatory frameworks and the upcoming general election, plus case analysis on, R (Cambrian Offshore South West Ltd) v Norfolk CC which considers European Services/Works contract definitions, EU/UK procurement rules and potential conflicts of interest. Case reports include R (Wilkinson) v Enfield LBC on whether an LA acted unlawfully when deciding to grant a lease to an interested party to use part of a public park as a football academy for women and girls; Abbott v Information Commissioner concerning an appeal against a decision that an LA had been entitled to rely on environmental regulations to refuse to provide requested information relating to a planning application for an Amazon Distribution Warehouse; R (MD Ayaz Karim) v UT (Immigration and Asylum Chamber) which considers the procedural implications of a statutory ouster of judicial review; and A LA and another v B and another concerning an LA appeal in COP proceedings where an adult lacking capacity was subject to an order to be given covert HRT medication. This weekly highlights also includes further updates on the general election, public procurement, judicial review, governance, local government finance, social care, social housing and healthcare.

Commercial analysis: Jonathan Edwards, barrister at Radcliffe Chambers, considers the case Royal Devon and Exeter NHS Foundation Trust v Atos IT Services. The claim was brought by an NHS Trust which had contracted to buy a computing system and five years of support services for a price of almost £5m. The NHS Trust found the system unsatisfactory and despite attempts at fixes the contractual relationship broke down. The NHS Trust claimed (on a reliance loss basis) that it had wasted expenditure, including payments towards the contract price, of almost £8m. Preliminary issues arose as to how this claim should be characterised for the purposes of a clause seeking to exclude liability for loss of profits, revenue or anticipated savings (as well as other heads of loss), and as to whether a clause seeking to limit liability was unenforceable by reason of uncertainty. The claimant succeeded on the first issue, but failed on the second, with the overall effect of any liability being subject to a cap.

Information Law analysis: Joint ventures go wrong. Agents fall out with principals. Partnerships dissolve. Where two parties contribute know-how and information to developing proprietary technology, and the relationship breaks down, how do the courts determine what is protected by the law as confidential and what may be freely used for new ventures? Can proprietary technology simply be rewritten to eliminate direct use of confidential information, or are there still risks of liability for indirect use as a shortcut or ‘springboard’ to developing the new product? How do you make it clear to customers that the corporate arrangement has changed and, where goodwill has accrued, avoid passing off products of the former partnership as those of the new venture? The High Court analysed these issues in a claim for misuse of confidential information, breach of contract and passing off in the insuretech field where the claimant, an insurance company, sued its former broker alleging misuse of confidential information used to jointly develop an insurance ratings model in the broker’s new start-up insurance business. Written by Phil Hartley, senior legal advisor at Schillings International LLP.

The Department for Environment, Food and Rural Affairs (Defra) has published the response to its March 2025 consultation on establishing the Marine Recovery Fund (MRF). Defra has welcomed suggestions to enhance the fund’s effectiveness and will continue drafting secondary legislation under section 292 of the Energy Act 2023 (EnA 2023) to establish the MRF. Guidance will be published alongside the MRF’s launch to clarify application processes and cost transparency. Defra also intends to provide legal certainty regarding the transfer of liability for compensation through the contract between the Marine Recovery Fund Operator and the applicant. The MRF will apply exclusively to offshore wind development activities. In response to calls for the activation of broader measures, the MRF will provide access to measures in the List of Standard Compensatory Measures (LoSCM). The scope of available measures in the LoSCM will depend on the outcome of Defra’s July 2025 consultation on environmental compensatory measures reform. Defra will also publish further information on how the MRF will coordinate with the Scottish MRF and how it differs from the Nature Restoration Fund.