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PRACTICE NOTES
What are private placements? When we refer to private placements in this note, we are referring to private placements of debt, either in the form of loans or notes. Private placements of other financial instruments such as shares or securitisation products are beyond the scope of this note. A key feature of private placements is that the relevant debt is not offered to the general public but to a limited group of private investors. These investors are typically institutional investors such as pension funds, insurance companies and asset managers. This in turn means that the issuers and the transactions are exempt from onerous registration and disclosure requirements that would otherwise apply to such a debt issuance. For example, no registration document is required in the US under the Securities Act of 1933, and in the European context, no prospectus is required to be issued under the relevant UK or EU prospectus regulations. Private placements are accessible to a wider pool of issuers than other forms of financing. Issuers need not have a credit rating (although some private
NEWS
Law360, London: The government is considering changing the rules that govern how companies can bring private prosecutions amid growing public scrutiny of the way the Post Office went after innocent sub-postmasters in the Horizon IT scandal.
NEWS
Law360, London: A pledge by the UK government to revisit the rules for private prosecutions following the Post Office scandal could upend the ability of victims to pursue criminal cases through the lesser-known parallel path of justice, lawyers say.
PRACTICE NOTES
Power to bring a private prosecution A private prosecution is brought by a private individual, company or organisation who is not acting on behalf of the police, Crown Prosecution Service (CPS) or other public prosecuting authority. Section 6(1) of the Prosecution of Offences Act 1985 (POA 1985) preserves the right of a private individual to institute and conduct prosecutions. There are a wide range of offences which are regularly prosecuted privately by eg charities such as the Royal Society for the Prevention of Cruelty to Animals (RSPCA) or organisations such as Federation against Copyright Theft and the British music industry for misuse of intellectual property. The Financial Conduct Authority (FCA) has also relied upon the power to prosecute as a private individual to prosecute offences which did not directly fall into their statutory ambit (see R v Rollins). The right to bring a private prosecution has been referred to over time by the courts as an important right. Lord Diplock, in Gouriet v Union of Post Office Workers, described it as: ‘a
NEWS
Corporate Crime analysis: Rachel Cook of Peters & Peters Solicitors LLP explains how private prosecutors who fail to engage the Crown Prosecution Service (CPS) or test the market for legal representation now risk recovering costs from central funds only at CPS-equivalent rates. In R v BDI & Others, the Court of Appeal confirmed that under section 17 of the Prosecution of Offences Act 1985 (POA 1985), private prosecutors may be reimbursed a sum ‘reasonably sufficient’ to compensate for properly incurred expenses. However, the court exercised its discretion under POA 1985, s 17(2A) to impose a CPS-equivalent cap, ruling that where prosecutors proceed without meaningful CPS engagement or market testing, full recovery is ‘inappropriate’. The decision converts the guidance in R (Virgin Media Ltd) v Zinga into an enforceable cost discipline. It signals that private prosecutions must now be conducted with the same financial prudence and transparency expected of public prosecutions, or risk reimbursement being restricted to public-sector rates.
GLOSSARY
Radio communications authorised for local governments and private enterprises. Amateur and citizen band radio are private radio services as are several other services in the categories of: Aviation, Marine, Public Safety, Industrial, Land Transportation and Microwave.
PRACTICE NOTES
Produced in partnership Megan Rowe and Jill Carey of Freeths. This Practice Note explains the provisions of the Renters’ Rights Act 2025 (RRA 2025) that are intended to create a compulsory redress scheme for private sector residential landlords, and the private rented sector database. Landlord redress scheme (not yet in force) There is power for the Secretary of State to make regulations establishing a redress scheme for private sector residential landlords. It is designed to provide a quick and cost-effective means of resolving disputes with tenants via an independent investigation and determination, as an alternative to taking action via the courts or the local authority. Regulations have been made to prescribe conditions which a landlord redress scheme must meet before it may be approved or designated by the Secretary of State. They do not themselves approve or designate a scheme, or require landlords to belong to one. The Government expects mandatory membership to begin in 2028, after the scheme has been established. The scheme will apply to landlords of assured or Rent Act tenancies,
PRACTICE NOTES
This Practice Note considers private residential tenancies (PRTs) in force in Scotland from 1 December 2017. For assured and short assured tenancies in force from 2 January 1989 until 30 November 2017, see Practice Note: Assured and short assured tenancies—Scotland. What is a PRT? The private residential tenancy (PRT) regime commenced on 1 December 2017. It is a creature of statute created by the Private Housing (Tenancies) (Scotland) Act 2016 (PH(T)(S)A 2016). A PRT is a tenancy that satisfies the requirements of PH(T)(S)A 2016, s 1, namely: • the property is let to an individual as a separate dwelling • the tenant occupies the property or any part of it as their only or principal home • the tenancy is not excluded in terms of PH(T)(S)A 2016, Sch 1, see: Tenancy must not be excluded from being a PRT: Stair Memorial Encyclopaedia [541] • it was granted on or after 1 December 2017 Note that under PH(T)(S)A 2016, s 2(4), shared accommodation may constitute a separate dwelling. In Affleck v Bronsdon [2019]
PRACTICE NOTES
This Practice Note summarises a consumer’s private right of redress for misleading and aggressive commercial practices under the Consumer Protection from Unfair Trading Regulations 2008, SI 2008/1277 (CPUTR 2008), as introduced by the Consumer Protection (Amendment) Regulations 2014, SI 2014/870 (CP(A)R 2014) from 1 October 2014 and as amended by the Digital Markets, Competition and Consumers Act 2024 (Consequential Amendments) Regulations 2025, SI 2025/381. This Practice Note describes the consumer’s rights to redress, including the right to unwind, the right to a discount and the right to damages. It also explains the background to the changes and commentary on the revised provisions to be introduced under the Digital Markets, Competition and Consumers Act 2024 (DMCCA 2024). Background In 2012, the Law Commission and the Scottish Law Commission published a report on consumer redress for misleading and aggressive practices. The report concluded that it was difficult for consumers to obtain redress when they experienced such practices in their dealings with traders, even though they were outlawed by CPUTR 2008. The government accepted the key points of the report
NEWS
Public Law analysis: Sections 47-49 of the Finance Act 2025 were introduced to give effect to the Labour Party’s Manifesto Commitment to charge VAT on private school fees, in part to raise funds for reinvestment in the state sector. Those measures were challenged by a number of claimants, and were held by the Divisional Court to be lawful. The decision was compatible with the right to education under A2P1 because it did not impair ‘the very essence’ of the right, and was a proportionate means of achieving the legitimate aims of the policy. The court also held that the measures did not unjustifiably discriminate against certain minority groups (Article 14 read with A2P1), including children with SEN and certain religious minorities. Finally, the court considered that NAO Reports attract Parliamentary privilege and, as such, cannot be relied upon to establish a contested fact in legal proceedings. Written by Khatija Hafesji, barrister at Monckton Chambers.
PRACTICE NOTES
This Practice Note sets out the position in relation to granting assured tenancies (ATs) in the private rental sector in England following the implementation of the Renters’ Rights Act 2025 (RRA 2025). It explains the criteria for an AT and the exceptions to those criteria, pre-tenancy considerations including the duty to provide a written statement of terms to the tenant, the requirement to set out the proposed rent in any advert or offer of a tenancy, anti-discrimination provisions and penalties for breaches. It also includes provisions relating to the rent payable under an AT and the mechanism for changing the rent, a tenant’s right to request pets, and summarises a landlord’s obligations in respect of energy efficiency, gas safety and other health and safety obligations. For guidance on assured tenancies not affected by RRA 2025 (eg ATs and assured shorthold tenancies (ASTs) to which transitional provisions apply and tenancies granted by private registered providers of social housing), see Practice Note: Granting assured and assured shorthold tenancies—pre-Renters' Rights Act 2025 position. For guidance on terminating an AT
PRACTICE NOTES
This Practice Note explains the different methods that can be used by landlords and tenants when ending a private sector assured tenancy (AT) in England following the coming into force of the relevant parts of the Renters’ Rights Act 2025 (RRA 2025). It focuses on the methods that can be used by landlords under section 8 of the Housing Act 1988 (HA 1988), following the abolition of section 21 for private sector landlords from 1 May 2026, the requirements in respect of serving a notice seeking possession, the court procedure for possession and enforcement of the possession order if required. For an overview of RRA 2025, see Practice Note: Renters' Rights Act 2025—key provisions. For guidance on terminating assured and assured shorthold tenancies before 1 May 2026 (or after that date in the social sector), see Practice Note: Terminating assured and assured shorthold tenancies—pre-Renters' Rights Act position. For information regarding granting ATs, including when a tenancy will be assured, see Practice Note: Assured and assured shorthold tenancies—granting. In Wales, ATs and assured shorthold tenancies