This Checklist sets out the position under the Pre-Action Protocol for Professional Negligence claims (the 'Protocol') currently in force. For general guidance on the Protocol, see Practice Note: Professional negligence claims—the pre-action protocol. This Checklist should be read in conjunction with Practice Note: Professional negligence claims—pre-action protocol—claimant issues. For further detail on how to pursue a professional negligence claim (including with reference to a worked hypothetical set of pleadings), see Practice Notes: • Starting a professional negligence claim—a practical guide • Pleading professional negligence claims—worked hypothetical examples together with a template Precedent: Particulars of claim—professional negligence claim. Client’s initial instructions of potential professional negligence claim Limitation See Practice Note: Limitation—professional negligence claims. Is there a limitation issue pending? If so: • consider issuing protective proceedings, and/or • negotiating a standstill agreement See Practice Note: Professional negligence claims—the pre-action protocol—Limitation and the professional negligence PAP. Initial investigations As with any claim, there are various preliminary investigations that should be carried out, including: • background • basis of claim (in contract, tort etc) • any obvious difficulties with causation • preliminary

When a crisis hits, you will be under pressure—pressure to act, pressure to respond, pressure from those to whom you answer internally and potentially from external stakeholders as well. You may be out of your comfort zone and unsure of your reporting obligations, what to divulge, to whom and when and the order in which to do things. Your first instinct may be to try and react immediately in response to the agendas of others or, conversely, to clam up and adopt a legal position. This Practice Note discusses what you should look out for and how can you prepare for your likely involvement in any crisis management effort in terms of effective communication. What is a crisis? Unforeseen and unwelcome events can impact on an organisation at any time. In some cases, you may have some warning (eg an industrial dispute or a failure in your supply chain), but not always. Natural disasters, pandemics, accidents, stakeholder activism, crime, the loss of a key partner or contract and economic pressures are just some of the things that could

This Practice Note sets out the general limitation periods for the key claims relevant to a dispute resolution practitioner, including references to the appropriate sections in the Limitation Act 1980. It additionally addresses the limitation position when seeking an equitable remedy, in particular for claims concerning breaches of fiduciary duty, and considers briefly the limitation issues relevant to restitution, contribution and insolvency claims. For further information on certain types of claims, see Practice Notes: • Limitation—contract claims • Limitation—tort claims • Limitation—professional negligence claims • Limitation—constructive trust claims • Limitation periods in construction contracts • Defamation—limitation • Quick guide to common time limits for property disputes lawyers • Limitation periods in pension claims • Limitation in insurance and reinsurance claims • Limitation periods applicable to insolvency claims • Trust disputes—defences to breach of trust—Limitation • Time limits under the Limitation Act 1980—personal injury claims • Judicial review—time limits and the pre-action protocol • Limitation periods in arbitration (England & Wales) The principal limitation periods The following table includes the principal types

TO BE PRINTED ON THE HEADED PAPER OF THE BORROWER’S SOLICITORS To: [insert details of the lender’s solicitors] (the Lender’s Solicitors), and [insert details of the lender] (the Lender) Dear [insert organisation name] Completion undertaking This undertaking relates to the purchase of [insert property description] (the Property) by [insert borrower’s name] (the Borrower) pursuant to a sale contracted dated [insert date] made between [insert seller’s name] (the Seller) and the Borrower (the Sale Contract) and the grant of a first legal charge over the Property in favour of the Lender pursuant to a facility agreement dated [insert date] made between [insert details] (the Facility Agreement). In this letter references to ‘completion’ mean completion of the transfer of the Property to the Borrower (the Transfer) and not to the registration of the Transfer at HM Land Registry. We act for the Borrower. 1 We enclose: 1.1 the legal charge in the form prescribed by the Facility Agreement duly executed by the Borrower (the Legal Charge). We irrevocably authorise the Lender’s Solicitors to complete the Legal Charge on completion; 1.2 an official search certificate issued

This Practice Note has been produced in partnership with Liam Boyle, Of Counsel, Eversheds Sutherland LLP. Removal from office Resolution to remove a director by ordinary resolution A director may, notwithstanding anything in a company’s constitution or contained in any agreement between the director and the company, be removed from office by ordinary resolution of the members before their period of office expires. The right of members to remove a director is governed by the Companies Act 2014 (Ireland), s 146(1) (CA 2014 (IRL)). It cannot be contracted out of, therefore overruling anything in a shareholders’ agreement or director’s contract of service, however, CA 2014 (IRL), s 147 expressly provides that removal of a director by ordinary resolution will not affect the director’s right to compensation or impact damages payable to them. It is important to note that this right does not apply to directors holding office for life (in accordance with the company’s constitution). In practice this type of directorship is very unusual. For a sample ordinary resolution to remove a director from office,

What is acceleration? Acceleration in construction law is generally understood to mean taking measures to speed up the works in order to complete them earlier than would otherwise be the case. However, there is no legal definition of acceleration. In Ascon v Alfred McAlpine, the court observed: ‘“Acceleration” tends to be bandied about as if it were a term of art with a precise technical meaning, but I have found nothing to persuade me that that is the case. The root concept behind the metaphor is no doubt that of increasing speed and therefore, in the context of a construction contract, of finishing earlier. On that basis “accelerative measures” are steps taken, it is assumed at an increased expense, with a view to achieving that end.’ The Society of Construction Law Delay and Disruption Protocol (SCL Protocol) describes acceleration as: ‘The application of additional resources or alternative construction sequences or methodologies seeking to achieve the planned scope of work in a shorter time than planned or execution of additional scope of work within the original planned

This Practice Note looks at the change protocol (also known as the change mechanism) typically found in the Project Agreement relating to a PFI or PF2 (sometimes referred to as PFII) project. It considers the purpose of the change protocol, different types of changes, the change process, the consequences of changes and also the procurement law implications. In the 2018 Budget (delivered on 29 October 2018), it was announced that the government will no longer use PF2 on new projects (see News Analysis: Budget 2018—what does it mean for infrastructure and housebuilding?). However, the government has stated that it will continue to support private investment in infrastructure and some of the existing drafting may be relevant in such cases. In addition, existing PFI and PF2 projects will continue to run, and given the typical lifespan of such projects this is likely to be for many years. What is the change protocol? The long duration of PFI and PF2 contracts meant that it was very important to future-proof them at the point of entering into the contract. Technological

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