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PRACTICE NOTES
A company may need to raise additional capital for a number of reasons. This may be to fund an acquisition it wants to make or to meet ongoing financial obligations. There are a number of ways in which a company can raise the additional capital needed, including from its existing shareholders by way of a rights issue, open offer or placing. When conducting a rights issue, open offer or placing, a company will need to consider the impact on any existing employee share plans it operates. This should be done as early as possible in the decision-making stages to ascertain what, if anything, can be done to ensure employees are not unfairly disadvantaged by any rights issue, open offer or placing. This Practice Note looks at the main considerations that arise in relation to employee share plans on a rights issue, open offer or placing, the process that will typically need to be followed in respect of outstanding share options and awards and the
PRACTICE NOTES
This Practice Note focuses on the key legal considerations when a rights issue is being carried out by a company either: • admitted to listing on the official list of the Financial Conduct Authority (FCA) (Official List) and to trading on the main market for listed securities of the London Stock Exchange (LSE) (Main Market) (listed company), or • admitted to trading on AIM, a market operated by the LSE (AIM company) (both a listed company and an AIM company being a company). For a description of the procedure for a rights issue, see Practice Note: Rights issue—procedure for a listed company. What is a rights issue? A rights issue involves a company: • making an offer of securities to its existing shareholders • in proportion to their holdings in the company • by means of the issue of a renounceable letter (or other negotiable document) (provisional allotment letter or PAL) The offer price will be payable in cash and is usually at a
PRACTICE NOTES
This Practice Note outlines the procedure where a company either: • admitted to listing on the official list of the Financial Conduct Authority (FCA) (Official List) and to trading on the main market for listed securities of the London Stock Exchange (LSE) (Main Market) (listed company), or • admitted to trading on AIM, a market operated by the LSE (AIM company), is carrying out a rights issue. For key legal issues that should be considered before deciding to carry out a rights issue see Practice Note: Rights issues—key considerations. What is a rights issue? A rights issue involves a company: • making an offer of securities to its existing shareholders • in proportion to their holdings in the company • by means of the issue of a renounceable letter (or other negotiable document) (provisional allotment letter or PAL) The offer price will be payable in cash and is usually at a deep discount to the prevailing market price of the securities. Each shareholder
PRACTICE NOTES
This Practice Note provides an overview of Rights of Nature (RoN), including the current UK position and selected international developments. It explains the different legal mechanisms through which RoN may be recognised and considers the practical relevance of RoN for UK practitioners, including in litigation, planning and consenting, cross-border due diligence and corporate governance. It distinguishes legally enforceable RoN regimes from non-binding declarations, policy initiatives and voluntary governance arrangements. What are Rights of Nature? Definition RoN is an umbrella term for legal and governance frameworks which recognise nature, ecosystems, species or particular natural entities, such as rivers or forests, as holding rights or legally protected interests in their own right, rather than solely by reference to their value or utility to humans. The content and legal effect of RoN varies significantly between jurisdictions. Rights may be conferred constitutionally, by legislation or through judicial decision, and may be implemented through a range of mechanisms. These include granting legal personality to a natural entity, appointing guardians or other representatives to act on its behalf or providing substantive rights
NEWS
The organisation Rights of Women has made available a briefing for legal practitioners handling immigration applications under Appendix Victim of Domestic Abuse (Appendix VDA), specifically addressing the impact of counter allegations made by perpetrators of domestic abuse. The briefing is published on the Immigration Law Practitioners’ Association website. Such claims may be made to the Home Office, police, social services, or in Family Court proceedings. The briefing distinguishes between two types of counter allegations: (1) those denied by the applicant, and (2) those partially or fully admitted by the applicant, typically in the context of self-defence or retaliation within an abusive relationship.
PRACTICE NOTES
This Practice Note sets out: • which rights of appeal are available and the tribunal’s jurisdiction • the venue of appeals (in-country or out-of-country) • the grounds of appeal that may be argued • statements of additional grounds • matters to be considered by the tribunal, including new matters, and • notification of right of appeal The Practice Note does not cover any aspects of appeals to decisions made in relation to applications or leave granted under the EU Settlement Scheme (EUSS). For information about EUSS cases, see Practice Note: Dealing with a refusal under the EU Settlement Scheme. Rights of appeal Human rights and international protection There is no right of appeal to the First-tier Tribunal (Immigration and Asylum Chamber) against every decision by the Secretary of State for the Home Department (SSHD) affecting a person’s immigration status. Rather, appeal rights are set out in statute and lie only in certain circumstances. Section 82 of the Nationality, Immigration and Asylum Act 2002 (NIAA 2002) provides a right of appeal in three circumstances: • where
PRACTICE NOTES
Statutory rights of the appeal Statutory rights of appeal only extend to decisions to refuse to grant or renew a licence against the attachment of conditions to a licence (although none may be attached to a hackney carriage driver’s licence) or against the suspension or revocation of a licence. What the proper construction of section 77(2) of the Local Government (Miscellaneous Provisions) Act 1976 (LG(MP)A 1976) is, in respect of a licence holder’s right to continue to exercise the rights of the former licence when a renewal application is made but not determined before expiry of the former licence, a regular issue faced by licensing authorities and the taxi and private hire trades. Despite the regularity with which this situation arises and the age of the legislation, the question appears to have only ever reached the Crown Court. In Cartledge v Gedling Borough Council (June 2021) Nottingham Crown Court (not reported by LexisNexis®), Cartledge appealed against a conviction for driving a hackney carriage without holding a hackney carriage driver’s licence, the Crown
PRACTICE NOTES
FORTHCOMING CHANGE: The Trusts and Succession (Scotland) Act 2024 received Royal Assent on 30 January 2024, marking the first review of trusts law in Scotland in over 100 years since the principal legislation, the Trusts (Scotland) Act 1921, was passed. The majority of the trusts provisions further require secondary legislation from Scottish Ministers to be brought into force. Some changes to succession law provisions and some provisions around removal of trustees are already in force. The main changes to modernise the law are summarised in News Analysis: Trusts and Succession (Scotland) Bill passed. Practice Notes on areas of Scottish trusts and succession law will be updated further to reflect this new legislation. General nature of beneficiaries’ rights The right of the beneficiaries of a trust is generally considered in Scots law to be only a personal right, but there are instances where the beneficiaries have rights akin to a real right of property. In some respects, it is akin to a real right in that the beneficiaries’ right
PRACTICE NOTES
STOP PRESS: On 19 June 2025, the Data (Use and Access) Bill received Royal Assent, becoming the Data (Use and Access) Act 2025 (DUAA 2025) and coming partly into force on that date. Certain provisions of DUAA 2025, concerning matters such as responding to data subject access requests and the conferring of power to make further regulations, came into force immediately on 19 June 2025. Other provisions, concerning notices from the Information Commissioner and some aspects of law enforcement processing, came into effect on 19 August 2025 (being two months from the date of Royal Assent). The majority of DUAA 2025’s provisions require further regulations (in the form of statutory instruments) to be made to bring them into force. Parts 5 and 6 of DUAA 2025 serve to amend aspects of data protection and ePrivacy law in the UK, including the United Kingdom General Data Protection Regulation, Assimilated Regulation (EU) 2016/679 (UK GDPR), the Data Protection Act 2018 and the Privacy and Electronic Communications (EC Directive) Regulations 2003, SI 2003/2426. The majority of the provisions
PRACTICE NOTES
ARCHIVED: This archived Practice Note provides information on the data protection regime before 25 May 2018 and reflects the position under the Data Protection Act 1998 (DPA 1998). This Practice Note is for background information only and is not maintained. Changes as a result of the General Data Protection Regulation The General Data Protection Regulation, Regulation (EU) 2016/679 (the GDPR) (applicable from 25 May 2018) introduces substantial amendments to EU and UK data protection law and replaces the DPA 1998 and Directive 95/46/EC (the Data Protection Directive) from that date. For further information, see Practice Notes: Introduction to the EU GDPR and UK GDPR and Rights of data subjects. A data subject is a living individual who is the subject of personal data, ie data from which he can be identified. For key definitions under the DPA 1998, see Practice Note: Key definitions under the DPA 1998. For a comprehensive introduction to the GDPR, collating key practical guidance, see: UK data protection law collection. Right of access to personal data An
PRECEDENTS
The following Precedents relating to the rights of data subjects under the United Kingdom General Data Protection Regulation, Assimilated Regulation (EU) 2016/679 (UK GDPR) are available: General • Precedent: Response to data subject request—all rights—requesting identity information or confirming authority • Precedents: Response to data subject request—charging a fee and Response to data subject request—extension of time Right of access • Precedent: Policy—data subject access requests • Precedent: Data subject access request form • Precedent: Response to data subject request—right of access—seeking clarification • Precedent:
PRACTICE NOTES
Undertakings involved in competition proceedings, including merger investigations, before the European Commission (the Commission) enjoy rights of defence which safeguard their interests. The observance of such rights by the Commission is a fundamental principle of EU law and has been further bolstered by the entry into force of the Treaty of Lisbon, as the latter makes the EU Charter of Fundamental Rights (CFR) legally binding and provides for the accession of the EU to the European Convention on Human Rights (ECHR). Rights of defence in Commission antitrust proceedings A number of procedural steps taken by the Commission in the course of antitrust proceedings may have a lasting adverse impact on the undertakings’ rights of defence. In view of this, Regulation 1/2003 aims at striking a balance between: (i) the effective enforcement of EU antitrust rules, and (ii) the respect of the undertakings’ rights of defence. The undertakings’ rights of defence include: • the privilege against self-incrimination • the right to be heard • the right to be assisted by legal counsel, including the protection