United Kingdom: Contracts and Commercial Law

Understanding the distinction between breach of contract and negligence is crucial for businesses navigating legal disputes. While both involve wrongdoing, they differ fundamentally in their source, scope, and the parties who can bring claims. This article examines when contractual failures cross into negligent conduct and how the two legal concepts can overlap in practice.

Supreme Court upholds Court of Appeal decision that structured LLP profit-sharing arrangements are subject to miscellaneous income tax charge, providing guidance on section 850 ITTOIA and section 687 ITTOIA with wider implications for partnership taxation.

New regulations will require disclosure of contractual control rights over registered land in England and Wales to HM Land Registry from April 2027. Understanding the scope of these requirements and maintaining proper records is essential, as certain agreements entered into from June 2026 onwards will be subject to retrospective reporting obligations.

The Procurement Act 2023 represents the most significant transformation of UK public procurement law in over 30 years, introducing a clearer, more transparent and flexible framework for public bodies and suppliers. This comprehensive guide examines the key legislative changes now in effect, including new payment compliance and contract performance reporting requirements, and explores how organizations can navigate the evolving regime with confidence.

The Government has recently published regulations and guidance for a new transparency regime requiring details of certain contractual control arrangements affecting registered land in England and Wales to be disclosed to HM Land Registry.

English law gives commercial parties significant freedom to allocate risk and agree consequences for non-performance. However, a clause will be vulnerable if it operates as a punishment rather than a commercially...

Break clauses in commercial leases demand strict compliance with every condition, as even minor failures can invalidate a tenant's exit right. Leading case law demonstrates that courts will not excuse noncompliance...

Online retailers targeting EU consumers face a critical compliance deadline requiring implementation of a two-stage withdrawal and confirmation system for distance contracts. The new Article 11(a) of the EU Consumer Rights Directive mandates specific technical and procedural requirements that must be integrated across all consumer-facing interfaces by June 2026.

The Court of Appeal has unanimously overturned a Competition Appeal Tribunal ruling in Deckers v Up & Running, clarifying the legal test for 'by object' competition law infringements in selective distribution systems. This landmark judgment examines whether terminating a distributor for using an anonymised discount website constitutes unlawful resale price maintenance, and what role market context plays in determining anticompetitive conduct.