In the context of an assured shorthold tenancy (AST), a ‘holding deposit’ is a sum of money paid to ‘hold’ or ‘reserve’ a property before a legally binding agreement is signed. A landlord does not have to protect a holding deposit (unlike a deposit paid to be held by the landlord or otherwise) as security for the performance of any obligations of the tenant, or the discharge of any liability of the tenant

What is a legal entity identifier? A legal entity identifier (LEI) is 20-character code that is unique to the entity it is allocated to. Once issued, a LEI stays with the entity throughout its existence. LEIs are registered on a global registry operated by the Global Legal Entity Identifier Foundation (GLEIF) and can be used in financial transactions to enable all entities participating in those transactions to be identified. According to GLEIF, the roll-out of LEIs has a number of financial stability objectives, including transparency, risk management in investment firms and containment of market abuse and financial fraud, as well as improving the quality of financial data overall. MiFID II and LEIs Although LEIs have been around for some years, their use has not been compulsory in many circumstances. This will change with effect from 3 January 2018 when the Markets in Financial Instruments Directive II (Directive 2014/65/EU) (MiFID II) comes into force. One of the many changes being brought in by MiFID II is a change

A long-term incentive plan (LTIP) is a term that is commonly used among listed companies to describe executive share plans under which a company makes share based awards to senior employees with a vesting period of at least three years. To meet institutional shareholder voting requirements (where shareholder approval is required), awards are usually made subject to the achievement of specified performance targets. Where the LTIP has stringent performance conditions, companies sometimes call their LTIP a performance share plan (PSP). Another name for an LTIP that has been used commonly in the past (where those plans make use of a particular form of LTIP award) is a restricted share plan. For companies listed in the equity shares (commercial companies) category of the London Stock Exchange, there is a specific definition of long-term incentive scheme in the Financial Conduct Authority (FCA) handbook. See Specific definitions below. The term LTIP is sometimes used in a broader context to describe any incentive arrangement, including cash bonus schemes, operating over more than one year. The meaning

Dispute Resolution analysis: The Commercial Court held that an expert determination contained manifest errors, rendering it not binding under the agreement. The court clarified that a 'manifest error' must be obviously wrong and capable of affecting the determination, without necessarily being a 'blunder'. This judgment provides guidance on challenging expert determinations, emphasising the limited scope for such challenges. It highlights the court's approach to balancing the finality of expert decisions with the need to correct obvious errors, offering crucial insights for parties considering expert determination as a dispute resolution method in commercial contracts. Practical implications written by Harriet Campbell of Penningtons Manches Cooper LLP.

Members’ voluntary liquidation Voluntary liquidation or winding-up is a process in which the company, through the resolution of its members, decides to end the activities of the company and move towards the eventual dissolution of the company. There are two kinds of voluntary liquidation: • members’ voluntary liquidation (MVL), where the company is solvent and the members retain the majority of the control, and • creditors’ voluntary liquidation (CVL), where the company is insolvent and the creditors take the majority of the control The difference between the two types of voluntary liquidation is whether the directors believe that the company is able to pay all its debts in full, with interest at the official rate, within a period not exceeding 12 months from the commencement of the winding-up. If they do believe this, they state it in a declaration of solvency and can place the company into MVL. If not, it must enter CVL. For further reading, see Practice Note: What is a statutory declaration

Article 25(1) of the Insurance Distribution Directive (Directive (EU) 2016/97) (IDD) requires insurance undertakings, as well as intermediaries which manufacture any insurance product for sale to customers, to maintain, operate and review a process for the approval of each insurance product, or significant adaptations of an existing insurance product, before it is marketed or distributed to customers. In the Financial Conduct Authority (FCA) Handbook, this is reflected in PROD 4.2.1 R. Similar language is used in Article 4(1) of Commission Delegated Regulation (EU) 2017/2358, which requires manufacturers to maintain, operate and review a product

Under the Companies Act 2006 (CA 2006), s 190 a company may not enter into an arrangement under which a director of the company or of its holding company, or a person connected with such a director, acquires or is to acquire from the company (directly or indirectly) a substantial non-cash asset, or the company acquires or is to acquire a substantial non-cash asset (directly or indirectly) from such a director or a person so connected, unless the arrangement has been approved by a resolution of the members of the company or is conditional on such approval being obtained. The phrase ‘non-cash asset’ is defined in CA 2006, s 1163 as ‘any property or interest in property, other than cash (where ‘cash’ includes foreign currency)’. Further, at section 1163(2), a reference to the transfer or acquisition of a non-cash asset includes (a) the creation or extinction of an estate or interest in, or a right over, any property, and (b) the discharge of a liability of any person,

A pathfinder, or pathway plan is a mechanism for regular review of local authority provision for young people they have a statutory duty to assist. The plan must identify all relevant matters and set out who is to complete each stage of the plan and by when. Pathway plans are required for eligible children, relevant children and also for former relevant children pursuing or wishing to pursue education or training. See Practice Note: Local authority duties for advice and assistance for certain children and young persons [Archived] for further information. A pathway plan should be a 'detailed operational plan' which sets out who is to do what, when. It should look beyond the immediate needs of the young person and also deal with imminent future needs. The matters to be dealt with in the pathway plan are almost identical for eligible and relevant children. These include, but is not limited to: • the nature and level of contact and personal support to be provided, and by whom, to the child or young person • details

A power purchase agreement (PPA) is a contract between an electricity generator (generator) and the party who is purchasing the power (offtaker) which incorporates the commercial terms for the sale and purchase of electricity for a project. The PPA provides a route to market for the electricity

The corporate intangible assets regime provides the rules for the taxation and relief of a company’s gains and losses in respect of its intangible fixed assets (IFAs). The rules are found in Part 8 of the Corporation Tax Act 2009 (CTA 2009). Broadly, an IFA is within the scope of the corporate intangible assets regime, if it: • meets the asset conditions. For more information about the asset conditions, see Practice Note: What is an intangible fixed asset?, and • is not a pre-FA 2002 asset The legislation defines a pre-FA 2002 asset as an IFA that is excluded from the corporate intangible assets regime by virtue of not meeting the general rule for inclusion. The general rule limits the application of CTA 2009, Pt 8 to certain assets based on when they were created or acquired. Put differently, it is a ‘time test’. Assets that fail this test may instead fall to be taxed in accordance with the provisions of the Taxation of Chargeable Gains Act 1992 (TCGA 1992). Unlike the corporate intangible assets regime, TCGA

A pre-pack administration sale—some basic principles A pre-pack is a sale of a company's business or assets, or both, which has been arranged in advance of a company entering administration. Once an administrator is appointed over the company, they will quickly close the sale so that the company will not incur the costs of trading in administration. It is commonly used as a way of preserving and realising value in assets when the publicity of a formal insolvency may devalue assets, such as goodwill. The purchaser is identified and the terms of the sale are negotiated before the administrator is appointed, although the proposed administrator will usually be involved prior to their appointment. Sales in pre-pack situations are generally subject to far less due diligence than a standard corporate sale. Warranties or guarantees are rarely, if ever, given, and assets will be sold as seen (for an example administration sale agreement, see Precedent: Asset purchase agreement—administration sale). Formal valuations of the assets and goodwill are usually sought, and any offer likely needs to

The duty to identify and manage the risk of asbestos containing materials (ACMs) under the Control of Asbestos Regulations 2012 (CAR 2012), SI 2012/632, reg 4 applies to all non-domestic premises and the common parts of domestic premises eg corridors, lifts and staircases in housing developments and leasehold flats. The HSE website contains a chart which indicates whether a residential property is likely to be classified as a non-domestic property for the purposes of the duty to manage asbestos. For more information, see Practice Note: Control of asbestos—duty to manage. If the works took place in the common parts If the works took place in the common parts of the residential property then CAR 2012 applies. The dutyholder is: • every person who has an obligation in relation to the ‘maintenance or