The term quasi-security is used to classify a variety of arrangements that are used to provide a lender with protection against the risk of a borrower failing to repay. Unlike security, quasi-security does not create rights against assets. The rights it creates are rights against a person.

Arbitration analysis: The defendant (Eurotel) brought claims in Russia as the assignee of rights under contracts with the claimant (Maxam). Maxam obtained a without notice injunction to restrain the bringing or enforcement of proceedings other than under arbitration pursuant to arbitration clauses in the original contracts. On the return date, the court continued the injunctions and granted an injunction requiring Eurotel to take all necessary steps to stay Russian proceedings it had commenced and to set aside a judgment it had obtained following the initial injunction. Written by Jennifer Haywood, barrister, arbitrator and mediator at Serle Court.

Equity that is invested in the form of subordinated loan capital or preference shares.

This Practice Note summarises the provisions of the Companies Act 2006 (CA 2006) in relation to the approval of quasi-loans to directors, persons connected with directors, and related arrangements. Approval is required for such transactions as they involve directors (or their connected persons) and are considered to be particularly open to abuse. The relationship between the statutory provisions requiring approval of such a transaction and the general duties of a director that are set out in statute is discussed in Practice Note: Directors' duties—scope, nature, interpretation and application. One of the general duties of a director set out in statute is the duty of a director to declare if they are in any way, directly or indirectly interested in a proposed transaction or arrangement with the company of which they are a director and the nature and extent of that interest to the other directors. In relation to: • a director’s obligation to declare an interest in a transaction or arrangement with the company of which they are a director,

This Practice Note summarises the provisions of the Companies Act 2006 (CA 2006) in relation to consequences of a failure to obtain the members’ approval of quasi-loans to directors, persons connected with directors, and related arrangements. For further information about the requirement for members' approval, including details on key transitional provisions, see Practice Note: Quasi-loans to directors, connected persons and related arrangements—requirement to obtain members’ approval. The term 'director', for the purposes of these statutory provisions, includes any person occupying the position of a director, by whatever name called, and a shadow director. If the company making the quasi-loan is a company with a listing of equity shares in the equity shares (commercial companies) category the UK Listing Rules (UKLR), particularly UKLR 8 on related party transactions, may apply (see Practice Note: Equity shares (commercial companies) listing category—key continuing obligations). For detailed Commentary in relation to loans to directors see Loans and related transactions [17]-[25]: Gore-Browne on Companies and for further Commentary in relation to member approval see Common Matters

Restructuring & Insolvency analysis: The court wound up a quasi-partnership limited company on just and equitable grounds. The court held there had been both an irretrievable breakdown in the relationship of trust and confidence and that management was functionally deadlocked. A winding-up was made notwithstanding offers by one shareholder-director to purchase the shares of the other. Initial proposals for the sale of shares were unrealistic and a subsequent offer backed by financing was contingent and invited further dispute and disagreement. The case is a clear example of a breakdown in management function in a two-person quasi-partnership. The case illustrates important points to consider when advising directors and shareholders about the need for clear remuneration and accounting decisions early in a partnership or company’s life, the risks of conflict of interest and their impact on trust and confidence between management, and whether an offer to purchase shares will be a realistic alternative to a winding-up order on just and equitable grounds. Written by James Fagan, barrister at Radcliffe Chambers.

Queen Mary University of London (QMUL)’s School of International Arbitration (SIA), in collaboration with Freshfields, will host the 40th Annual Freshfields Arbitration Lecture on 12 November 2025 at Lincoln’s Inn, London. The lecture, titled ‘The Legacy of NAFTA Chapter II’, will be chaired by Professor Julian Lew KC and hosted by Oliver Marsden.

Dispute Resolution analysis: The Queen’s Bench Guide has been updated as of January 2021 and is in force immediately.

Assistance in applying the provisions in section 7 of the Interpretation Act 1978 can be found in Practice Direction; (post: first and second class mail). This provides that the 'ordinary course of post' is determined by applying working days which are defined as

A question of fact is an issue about what actually happened in a particular case, as opposed to how the law applies to those events (a “question of law”). It concerns the evidence: what is proved, who is believed, and what inferences are properly drawn from testimony, documents and other material.In practice, questions of fact are determined by the fact-finder: usually the jury in jury trials, or the judge (or tribunal panel) in non‑jury proceedings. Appellate courts across England and Wales, Scotland, Northern Ireland and Ireland are generally slow to interfere with factual findings, intervening only where there is no evidential basis, a misdirection, or a plainly wrong conclusion.The term is not usually defined in legislation but is well established in case law and procedural rules, particularly in the context of standards of proof, burdens of proof and grounds of appeal. Whether an issue is characterised as a question of fact, a question of law, or a “mixed question” has practical consequences for case strategy, the scope of appellate review and the allocation of decision‑making functions between judge and jury or tribunal. Usage is broadly consistent across all four jurisdictions.

This Q&A considers who can act to represent the estate of the deceased where a claimant has died and there are no personal representatives appointed to administer their estate.

This Q&A considers the availability of principal private residence relief under section 222 of the Taxation of Chargeable Gains Act 1992 where there has been a change in use of the residence.