[TO BE TYPED ON THE HEADED NOTEPAPER OF THE SPECIAL ADMINISTRATORS’ FIRM] TO ALL KNOWN CLIENTS [ENTER DATE] [name of Investment Bank]—in special administration (the ‘Investment Bank’) I write to advise you that I was appointed as Joint Special Administrator of the Investment Bank on [date] together with my partner, [name of other special administrator]. A formal notice of appointment is attached. Under the Investment Bank Special Administration Regulations 2011, SI 2011/245 (the ‘Regulations’) the purpose of the special administration is to achieve the following objectives: • ensure the return of client assets as soon as reasonably practicable • ensure timely engagement with market infrastructure bodies and the authorities pursuant to Regulation 13, and • to either: — rescue

[TO BE TYPED ON THE HEADED NOTEPAPER OF THE SPECIAL ADMINISTRATORS’ FIRM] TO ALL KNOWN CREDITORS [ENTER DATE] [name of Investment Bank]—in special administration (the ‘Investment Bank’) I write to advise you that I was appointed as Joint Special Administrator of the Investment Bank on [date] together with my partner, [name of other special administrator]. A formal notice of appointment is attached. Under the Investment Bank Special Administration Regulations 2011, SI 2011/245 (the ‘Regulations’) the purpose of the special administration is to achieve the following objectives: • ensure the return of client assets as soon as reasonably practicable • ensure timely engagement with market infrastructure bodies and the authorities pursuant to Regulation 13, and • to either: — rescue the investment bank as a going concern, or — wind it up in the best interests of creditors In this matter, the [Financial Conduct Authority OR Prudential Regulation Authority]

[investment bank name] (in special administration) [Joint] Special Administrators’ Progress Report for the six-month period [date] to [date] Notice: About this Report • This Report has been prepared by [names of special administrators], the Special Administrators of [investment bank name] (in special administration), solely to comply with their statutory duty under the Investment Bank Special Administration (England and Wales) Rules 2011, SI 2011/1301, r 122 to provide creditors and clients with an update on the progress of the special administration and for no other purpose. This Report is not suitable to be relied upon by any other person, or for any other purpose, or in any other context. • This Report has not been prepared in contemplation of it being used, and is not suitable to be used, to inform any investment decision in relation to the debt of or any financial interest in [investment bank name] (in special administration). • Any estimated outcomes for creditors and clients included in this Report are illustrative only and cannot be relied upon as guidance as to the actual outcomes for creditors,

Applicant [NAME OF WITNESS] First Witness Statement Date: [insert] Exhibit [XX1] Court Reference No: [INSERT COURT REF. NUMBER] [ IN THE HIGH COURT OF JUSTICE BUSINESS AND PROPERTY DIVISION INSOLVENCY AND COMPANIES LIST, ROLLS BUILDING, LONDON OR IN THE HIGH COURT OF JUSTICE BUSINESS AND PROPERTY DIVISION INSOLVENCY AND COMPANIES LIST IN [insert location] OR IN THE COUNTY COURT AT [INSERT LOCATION] BUSINESS AND PROPERTY WORK OR IN THE MATTER OF [INVESTMENT BANK NAME] AND IN THE MATTER OF THE INVESTMENT BANK SPECIAL ADMINISTRATION REGULATIONS 2011 AND IN THE MATTER OF THE INSOLVENCY ACT 1986 _________________________________________ WITNESS STATEMENT OF [WITNESS NAME] ___________________________________________ I, [witness name], director[ and chairperson] of [investment bank name] of [investment bank address] WILL SAY AS FOLLOWS: 1 I am[ a director and] [ the chairperson] of [investment bank address] with company number [company number] (the Company). The Company is a wholly-owned subsidiary of [insert details], a company incorporated in [location]. It is in the business of [insert summary of the investment bank's business]. The Company is regulated by the Financial Conduct Authority (FCA)[ Prudential Regulatory Authority (PRA) with registration number [insert]]. The Company is incorporated in England and Wales under the Companies Act [YYYY].[

Restructuring & Insolvency analysis: The special administrators (the Administrators) of a failed investment bank were seeking approval of a distribution scheme, including a retention to cover the costs of returning assets to clients of the bank, which included a substantial sum to cover the costs of potential litigation to recover client assets from third parties. The court declined to approve the reserve: all but a very small number of the affected clients were likely to be entitled to compensation under the Financial Services Compensation Scheme (the FSCS) and, where the scheme applied, the FSCS would be subrogated to the compensated clients and pursue their claims against third parties, at the FSCS’s own cost but with a right of recoupment out of any assets recovered. Mr Justice Rajah stressed the importance of the Administrators’ duty of candour to the court when seeking approval for their proposed scheme of distribution, and of their obligation to draw all relevant material to the court’s attention, particularly where it affects parties not before the court. In light of their failure to do so, elements of their costs were disallowed. Written by Bridget Williamson, barrister, at Enterprise Chambers.

Restructuring & Insolvency: The High Court held that joint special administrators who pursued an unnecessary and procedurally misconceived directions application were personally liable for both their own costs and the successful respondents’ costs on the indemnity basis, with no right of recoupment from the estate. The decision reinforces that office-holders must exercise their own commercial judgment rather than seek judicial approval where the statutory scheme provides otherwise. It also highlights the potentially severe personal costs consequences of unreasonable conduct, even where legal advice has been obtained, and provides important guidance on the proper use of directions applications and the statutory distribution procedure. Produced in partnership with Henry Farris and Ciara Samuels of Withers LLP.

A charge in respect of the amount by which the total adjusted pension input amount for a tax year in the case of an individual who is a member of one or more registered pension schemes exceeds the amount of their special annual allowance for the tax year.

The matters undertaken at the general meeting (particularly the AGM) of a company. Since the overhaul of the Listing Rules from 1 July 2005, listed companies must make their own judgements about what they would consider to be ordinary or special business, with reference to their articles of association which may make a distinction between the two types. Previously the rules were more prescriptive as to what constituted ordinary business. In cases of doubt the FCA should be contacted. Where an AGM notice includes special business, the notice must be accompanied by an explanatory circular (LR 13.8.8 R). This may be, and frequently is, incorporated in the accompanying annual accounts and reports. Market practice is to issue an explanatory circular with an AGM notice, regardless of whether the notice includes resolutions which would be classed as special business.

In legal practice, “special circumstances” describes factual situations that justify departure from the usual rule, time limit or procedural requirement. It is a flexible, context‑specific expression rather than a single, fixed legal concept, and appears in legislation, rules of court and case law across England and Wales, Scotland, Northern Ireland and Ireland.The phrase is commonly used where a court, tribunal or public body has a discretion to extend time, relax a statutory requirement, vary costs consequences, or grant an exceptional remedy. Whether special circumstances exist is fact‑sensitive and assessed objectively; they must be unusual or out of the ordinary, but need not be unique. Financial hardship, serious illness, procedural confusion caused by the authority, or manifest injustice may, depending on the context, amount to special circumstances.Courts in all four jurisdictions apply similar principles: the decision-maker considers the purpose of the relevant rule or statute, the degree of departure from the norm, prejudice to other parties, and the overall interests of justice. Case law in specific areas (for example, costs, insolvency, tax, limitation and judicial review) provides tailored guidance on when special circumstances will, and will not, be found.

Dispute Resolution analysis: Mr Justice Trower granted the claimant's application to disclose to the Ukrainian Bureau of Economic Security (BES) two schedules to its particulars of claim from English proceedings, which were derived from D1 and D2's asset disclosure given in response to a worldwide freezing order, and therefore subject to the standard form collateral use undertaking. The court held that the Claimant had successfully established that special circumstances overruled the prohibition to disclose the documents in question. Written by Meera Solanki, associate at Trowers & Hamlins.

Special conditions of sale Subject to the overriding requirement that all GENERAL CONDITIONS and SPECIAL CONDITIONS must be SALE CONDITIONS (as defined in the glossary), words that are neither in square brackets nor in italics constitute the SPECIAL CONDITIONS applicable to the relevant LOT. (Cross-references to CONDITIONS in the template that follows are for convenience only and are not intended to be comprehensive.) LOT Number [insert] Name and address of SELLER [Undisclosed—to be identified in the SALE MEMORANDUM. OR [insert name of seller] of [insert address of seller]] Name, address and reference of SELLER’S conveyancer [insert name] of [insert address][insert reference] Brief description of the LOT (see CONDITION G1.1) [insert postal address] Rights to be granted (see CONDITION G1.1) [None OR [Insert details]]. Rights to be reserved (see CONDITION G1.1) [None

This Practice Note provides an overview of the court’s general approach to assets held in trust within financial remedy proceedings, including the variation of nuptial settlements and practical considerations such as joining the trustees as third parties to the proceedings. For further detailed practical guidance on trusts within family proceedings, see Practice Notes: • Introduction to trusts within financial proceedings • Trusts—variation of a nuptial settlement • Trusts—trustees in financial proceedings • Trusts—using trusts or property law in financial proceedings • Trusts in financial proceedings—evidence and procedure, and • Trusts within financial proceedings—enforcement General principles If a party to a marriage or civil partnership is a (potential) beneficiary under a trust, their interest may be regarded as a financial resource. The availability (or not) of trust assets as a resource may only be relevant to the issue of computation for the purposes of section 25(2)(a) of the Matrimonial Causes Act 1973 (MCA 1973), or its equivalent under the Civil Partnership Act 2004 (CPA 2004). It does not follow that orders will necessarily be