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GLOSSARY
A tax payable on agreements to transfer chargeable securities.
PRACTICE NOTES
FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: Stamp duty and SDRT will, in 2027, be replaced with a single, self-assessed tax on transfers of securities, the securities transfer tax (STT) (formerly referred to as the securities transfer charge or STC), that will be paid (and reported) through electronic transfer systems such as CREST or, where appropriate, a new online portal. Draft legislation for the STT was published on 13 July 2026, along with explanatory notes, a policy paper and the outcome of the higher rate 1.5% stamp tax consultation. Subject to exemptions, the STT draft legislation includes a main charge of 0.5% for agreements to transfer chargeable securities to another person for consideration in money or money’s worth and, for transfers to a clearance service (CS) or depositary receipt issuer (DRI), a higher-rate charge of 1.5%. The main charge arises when an agreement is made or, in the case of a conditional agreement, when the conditions are satisfied, although, where the agreement is not
GLOSSARY
Subject to exemptions, SDRT applies to agreements (whether oral or written) to transfer chargeable securities for consideration in money or money's worth at a rate of 0.5%, known as the principal charge, and transfers of chargeable securities (other than those that are integral to an issue of share capital) into EU or non-EU depositary receipt systems or clearance services at a rate of 1.5%, known as the higher rate charge. Although the scope of stamp duty and SDRT differ, in many circumstances they will both apply. An example is a transfer of UK shares. The legislation addresses this overlap by cancelling the charge to SDRT in most cases where the relevant agreement is completed by a duly stamped instrument of transfer within six years of the SDRT charge arising, thus a double charge is avoided on a transfer of certificated UK shares by cancelling the SDRT charge when the stamp duty is paid or relief granted.
PRACTICE NOTES
FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: Stamp duty and SDRT will, in 2027, be replaced with a single, self-assessed tax on transfers of securities, the securities transfer tax (STT) (formerly referred to as the securities transfer charge or STC), that will be paid (and reported) through electronic transfer systems such as CREST or, where appropriate, a new online portal. Draft legislation for the STT was published on 13 July 2026, along with explanatory notes, a policy paper and the outcome of the higher rate 1.5% stamp tax consultation. Subject to exemptions, the STT draft legislation includes a main charge of 0.5% for agreements to transfer chargeable securities to another person for consideration in money or money’s worth and, for transfers to a clearance service (CS) or depositary receipt issuer (DRI), a higher-rate charge of 1.5%. The main charge arises when an agreement is made or, in the case of a conditional agreement, when the conditions are satisfied, although, where the agreement is not electronic, the STT charge arises when the
PRACTICE NOTES
FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: Stamp duty and SDRT will, in 2027, be replaced with a single, self-assessed tax on transfers of securities, the securities transfer tax (STT) (formerly referred to as the securities transfer charge or STC), that will be paid (and reported) through electronic transfer systems such as CREST or, where appropriate, a new online portal. Draft legislation for the STT was published on 13 July 2026, along with explanatory notes, a policy paper and the outcome of the higher rate 1.5% stamp tax consultation. Subject to exemptions, the STT draft legislation includes a main charge of 0.5% for agreements to transfer chargeable securities to another person for consideration in money or money’s worth and, for transfers to a clearance service (CS) or depositary receipt issuer (DRI), a higher-rate charge of 1.5%. The main charge arises when an agreement is made or, in the case of a conditional agreement, when the conditions are satisfied, although, where the agreement is not electronic, the STT charge arises when the transfer
NEWS
Law360, London: Standard Chartered announced on 5 December 2025, it has agreed to a settlement in a £1.5bn claim brought by investors who said they suffered losses after the bank made allegedly untrue or misleading statements about its non-compliance with Iranian sanctions.
PRECEDENTS
This Agreement is made on [date] between the following parties: Parties 1 [full name of employer] [Limited OR Plc], a company incorporated in [England and Wales] (registered number [registered number]) whose registered office is at [registered office address] (the Company); and 2 [full name of executive] of [address of executive] (the Executive). Background (A) The Company and the Executive entered into the [Employment Agreement OR Bonus Agreement] (as defined below), under which the Executive is eligible for a discretionary annual bonus. (B) The Executive has been conditionally awarded the Bonus (as defined below) in respect of [insert relevant year/performance period]. (C) The Company and the Executive wish to enter into this Agreement to set out the basis on which all or part of the Bonus may be recovered by the Company in certain specified circumstances. It is hereby agreed as follows: 1 Definitions and interpretation 1.1 In this Agreement: Bonus • means the bonus of [insert figure or number of shares] awarded to the Executive by the Company on [date] pursuant to clause [insert clause number] of the [Employment Agreement OR Bonus Agreement]; [Bonus Agreement • means the bonus agreement entered into between the Company
PRECEDENTS
This Agreement is made on [date] Parties 1 [Insert name of supplier], a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert address] (Supplier); and 2 [Insert name of customer], a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert address] (Customer), each of the Supplier and the Customer being a party and together the Supplier and the Customer are the parties. Background (A) The Supplier is a skilled and experienced provider of data processing services, including [insert description of relevant services]. (B) The Customer is [insert description of the Customer and its business]. (C) The Customer wishes to engage the Supplier to process certain [insert description of the type of data to be processed] data for the purpose of the Customer’s business. [Such data may include Personal Data]. (D) The Supplier is willing to provide data processing services to the Customer on the terms and conditions of this Agreement. The parties agree: 1 Definitions and interpretation 1.1 In this Agreement: Applicable Law • means: (a) any law, legislation, regulation, byelaw or subordinate legislation in force from time
CHECKLISTS
This Checklist is for use by a customer in situations where a supplier will process data on its behalf; for example, a payroll or payment processing company under a stand-alone agreement. It covers issues commonly arising during the negotiation and drafting of data processing services agreements in relation to both personal data and other (eg statistical) data. This Checklist includes consideration of agreements involving the processing of personal data under the United Kingdom General Data Protection Regulation, Assimilated Regulation (EU) 2016/679 (the UK GDPR). For an introduction to the UK GDPR, see Practice Note: The UK General Data Protection Regulation (UK GDPR). To the extent that personal data is involved, it is assumed that the supplier acts as processor (rather than as controller) on behalf of the customer as sole controller. For further guidance on the meaning of ‘controller’ and ‘processor’, see Practice Note: Determining roles under data protection law in commercial transactions between businesses (processor, independent controller or joint controller). It is assumed that both parties are acting in the course of business. For
GLOSSARY
A lump sum benefit paid as a single BCE to a member (aged under 75) of a registered pension scheme that represents all the member's uncrystallised rights under the scheme.
GLOSSARY
A letter of credit issued by a bank as a form of guarantee. Payment obligations under the stand-by letter of credit operate independently of the underlying contract
NEWS
MLex: AI chatbots are under increasing scrutiny for risks to children, but the EU’s Digital Services Act (DSA) and the UK’s Online Safety Act 2023 (OSA 2023) have so far left them in a regulatory grey zone. Pressure is mounting on multiple fronts: lawsuits and congressional hearings in the US, new rules in Italy, and pushback from campaigners in Ireland and the UK. European regulators must ask if their frameworks need adapting to better cover AI,but chatbot providers such as OpenAI and Character AI are also showing what self-regulation might look like.