• the construction industry;
• fire and rescue services;
• response and recovery; and
• vulnerable people and Phase 1 recommendations.

In its most recent quarterly report, on its progress in implementing the Recommendations, the Government provided the following updates.

Single Construction Regulator

In June, MHCLG announced reforms to the Building Safety Regulator (“BSR”), aiming to reduce delays to building new high-rise homes.

Pending the establishment of a new body to take on the functions of the BSR from the Health and Safety Executive, Andy Roe, former London Fire Brigade commissioner, has taken on the role of non-executive chair of a new MHCLG shadow board.

A new Fast Track Process was implemented in July 2025 to speed up new-build application approvals, bringing building inspectors and engineers directly into the BSR. In addition, the BSR is working to publish industry guidance to provide support to applicants early in the process.

To increase internal capacity in the longer term, the BSR will recruit more than 100 new staff by the end of the year.

What is of note is that applications for remediation projects continue to face delays obtaining BSR approval; however, the BSR has announced it intends to clear the backlog of Gateway 2 applications by the end of January 2026.

Chief Construction Adviser

Thouria Istephan was appointed as interim Chief Construction Adviser in September 2025; she

previously served as panel member for the Grenfell Tower Inquiry.

In this new, 12-month appointment Ms Istephan will:

• act as an independent adviser to the Secretary of State on matters affecting the construction industry;
• monitor and advise MHCLG’s work in relation to Building Regulations, statutory guidance and the construction industry;
• engage with the industry;
• support the design and implementation of the single regulator; and
• advise on delivering the response to the Grenfell Tower Inquiry Phase 2 recommendations.

Approved Documents

In July 2025 the BSR appointed an expert panel to assist with the review of the Approved Documents and provide guidance on how to meet the Building Regulations, including advising on how to support designers in demonstrating compliance with Building Regulations.

Interim findings are to be provided in Spring 2026, with a final report in the Summer of that year.

Construction Products Reform

Consultation on the Construction Products Reform Green Paper closed in May 2025. The White Paper, setting out policy on test data, the construction library, and oversight of conformity assessment, is to be published before Spring 2026.

Fire Engineers

The Fire Engineers’ Advisory Panel was established in April 2025 to advise the Government on the fire engineering profession.

The panel’s priority is drafting an authoritative statement of skills and knowledge expected of a competent fire engineer, following which a regulatory system can be proposed.

The panel is engaging with the sector on the drafting of the statement. Further steps are to be set out by the end of the year.

Fire Risk Assessor Competence

When Parliamentary time allows, legislation is to be brought forward making it mandatory for the competence of fire risk assessors to be independently verified by a UKAS-accredited certification body and overseen by a regulator.

In August, the British Standards Institution published BS 8674:2025 Built Environment Framework for Competence of Individual Fire Risk Assessors – Code of Practice setting out the skills, knowledge, experience, and behaviours for fire assessors.

MHCLG has developed a cross-government board to support delivery of this recommendation, and from September a new Four Nations and Crown Dependency Forum will meet regularly to support a consistent approach to fire risk assessor competence across the UK.

Delivery plans and key milestones are to be set out by the end of the year.

The building safety landscape has changed dramatically and continues to do so; there were bound to be transitional issues given the scale of building safety reform and it is positive to know that those issues are being addressed. While the latest progress report does not necessarily provide full details of what those upcoming changes will be, it is useful to have an idea as to the work going on behind the scenes and to be aware of the projected time frames for future industry change.

If you have questions about the Building Safety Act and/or building safety issues, please contact Zoë Deckker, Brenna Baye or any other member of our Building Safety and Cladding Team.

These importance of these questions was addressed by the Privy Council in its judgment in 1Globe Capital LLC v Sinovac Biotech Ltd [2025] UKPC 3. The case concerns a battle for control of a company, Sinovac, which operates in China but incorporated in Antigua and Barbuda. The stakes were high: it is listed on the Nasdaq, with a market capitalisation of over USD $600 million, and was involved in the development of one of Covid vaccines.

The dispute played out against the backdrop of Antiguan law but its general principles will also apply to English companies.

Which rules apply?

In 2018, dissenting shareholders of Sinovac had sought to remove the incumbent directors at the shareholders’ annual general meeting. They had not given advance notice of their intention to do so; it was simply raised on the ‘floor’ of the virtual AGM. The vote went ahead and the incumbents were voted out.

The incumbent directors argued that the dissenting shareholders were subject to a duty of fairness which obliged them to provide advanced notice of their intention, and that the vote was invalid in the absence of such notice. The courts in the Caribbean agreed.

The Privy Council did not, holding that the applicable rules are set out in the constitutional documents of the company (the Articles and By-laws) and Antiguan corporate legislation. Under those, particularly the legislation, the replacement of directors was ordinary business which could be transacted at an AGM without notice. Although equitable considerations imposing a duty of fairness may be implied in the case of small, informal, partnership-like close businesses, to the Privy Council, there was no role for the implication of such duties in a large, impersonal, widely-held company like Sinovac.

Had Sinovac been an English company, special notice of an intention to remove directors would in fact have been required. Other than that, the general statement of corporate law also applies to English companies. In particular, when considering which rules apply, directors and shareholders ought to consider whether the company is one to which the sorts of implied equitable obligations argued for by the incumbent directors may apply. If they do, the obligations on participants in the business may be both unwritten and wide-ranging.

What actions may be taken and by whom?

Prior to the AGM, the incumbent directors had sought to protect their position by adopting a ‘rights agreement’, purportedly governed by the pro-management laws of Delaware. The rights agreement provided for a ‘poison pill’, meaning that, in the event of a takeover attempt, shareholders (other than the protestors) would be given the right to receive further shares, which would have the effect of diluting the shareholding of the protestors. Shares were purportedly issued under the ‘rights agreement’.

The Privy Council found that whatever Delaware law provided for, as a matter of Antiguan law, the rights agreement could only be entered into validly by a special resolution of the shareholders, and not by the board. It was therefore invalid.

When it comes to matters of how a company is internally organised, it is generally the law of the place of incorporation that governs. When putting in place instruments developed in another jurisdiction, one must therefore consider their conformity with the applicable law. Any action taken without lawfully authority will generally be invalid and of no effect from inception.

How might actions validly be taken?

The case had come before the Caribbean courts on the application of the new slate of directors, who sought to be declared the lawful directors of the company. As mentioned, the Caribbean courts had rejected that application on the basis that their actions had been unlawful. Seven years after the original AGM, the Privy Council, having found that the vote which put them in power was in fact effective, then considered whether it ought nonetheless to refuse the relief which the new directors sought, pursuant to the discretion afforded by Antiguan corporate legislation. After all, a lot of water had passed under the bridge.

The Privy Council felt itself constrained by the fact that the vote for replacement of the directors had simply gone ahead, and that the Chair had not sought to adjourn the meeting to inform non-attending shareholders (who comprised approximately 17% of the shareholders) of the attempt. Having proceeded with the vote, the parties then conducted the litigation in a ‘binary’ manner: simply, they argued whether the takeover bid was legally valid or not. No attempt was made to evidence or argue that non-attending shareholders would have supported the incumbent directors and, given the passage of time since the meeting, the Privy Council felt that a further meeting on the basis of the old shareholding would have been artificial and probably impossible. In the circumstances, there seemed to the Privy Council no basis to decline to grant the relief sought by the new directors.

It is important for the person chairing a meeting, particularly one as important as a shareholders’ AGM, to be fully cognisant of his powers. The Privy Council noted that the various parties were “for the most part Chinese businessmen with no training in the company law of Antigua” and that “all those present [at the AGM], including the chair, were acting out parts prepared for them by their various lawyers, rather than thinking for themselves what really needed to be done”. One inference is that a Chair more familiar with Antiguan corporate law and practice might have responded more effectively to the unexpected development of the takeover attempt.

Conclusion

As Sinovac indicates, corporate disputes (whether the business is domestic or international) can raise complex questions of law and procedure which require careful consideration and preparation by all stakeholders.

If you are involved in a corporate dispute and would like advice, please do not hesitate to contact Alex Shirtcliff and Fred Sheppard of the Commercial Disputes team.

It will provide greater security of tenure to estimated 11 million households in England who rent their home and seeks to raise standards across the private rented sector to provide better housing.

Below are the main changes in brief:

1. The major change is the abolition of fixed term assured shorthold tenancies (ASTs). All new and existing tenancies will convert to periodic tenancies with no end date, even if they purport to grant a fixed term (unless that fixed term exceeds seven years). When a tenant wants to leave a property they can do so by giving two months’ notice rather than being tied in for a longer term.
2. “Section 21” or “no fault” evictions are abolished. Landlords will no longer be able to terminate a tenancy on two months’ notice.
3. Expanded and amended possession grounds are being introduced through amendments to Section 8 of the Housing Act 1988 reflecting the abolition of Section 21. If a landlord wants to sell or move into their property they will not be able to do so in the first 12 months of a tenant moving in. After this they will need to give four months’ notice.
4. It is still possible for landlords to evict tenants in certain circumstances such as if the tenant damages the property, commits antisocial behaviour or where there are significant rent arrears. These “fault” evictions are still permitted. The mandatory threshold for eviction for rent arrears is increased from 2 months’ arrears to 3 months with the notice period increasingly from 2 weeks to 4 weeks.
5. Landlords and agents will be prohibited from encouraging rental bidding wars or accepting offers of rent higher than advertised for a letting. Instead there must now be a set asking rent.
6. Demands for rent in advance of the start of a tenancy are prohibited. Landlords will only be entitled to demand a maximum of one month’s initial rent at the start of the tenancy. Therefore landlords will not be able to favour tenants who offer to pay a number of months of rent in advance. There is no change to existing deposit caps introduced by the Tenant Fees Act 2019. These remain at 5 weeks rent where the annual rent is less than £50,000 and up to 6 weeks’ rent if the rent is £50,000 or more.
7. Landlords also face restrictions on increasing rent during the tenancy. Rental increases will be restricted to once a year and only to the “market rent”. Landlords will need to serve a “Section 13 notice” setting out the new rent and giving at least 2 months’ notice of it taking effect. Tenants will be entitled to challenge excessive rent increases in the First-Tier Tribunal.
8. There are strong anti-discrimination provisions especially in relation to prejudice against renters with children or those who receive State benefits. However landlords will still be entitled to carry out referencing and affordability checks and are now likely to screen potential tenants more carefully.
9. Landlords will also have to act reasonably in considering requests to have pets as tenants will be able to challenge unfair decisions such as insisting on payment of an additional deposit. In relation to flats, landlords will be bound by the provisions in the lease of their flat relating to pets and it will be reasonable for them to refuse a pet where that would place them in breach of their own lease.
10. The Decent Homes Standard (which currently sets the minimum quality standard for homes in the social rented sector) and Awaab’s Law (requiring social landlords to address hazards such as damp and mould) will now be applied to the private rented sector. Local authorities will be given powers of investigation and enforcement. Tenants can now no longer fear being evicted because they demand that their landlord carry out works on their properties to remove hazards prejudicial to health and safety.
11. A new Private Rented Sector Landlord Ombudsman Service redress scheme will be set up designed to provide a quick and cost-effective way of resolving disputes. In addition there will be a new Private Rented Sector Database which is intended to give tenants greater access to relevant information about landlords and rental properties and help Local Housing Authorities to target enforcement activity.
12. At present, corporate tenancies and tenancies with very high rent (over £100,000) are exempt from the new legislation because they continue to be excluded from assured tenancy status. But the Government could raise this threshold by statutory instrument, as it last did in 2010. Given inflation and rising rents the £100,000 threshold may be raised which will mean that many high rent tenancies will become affected by the new legislation.
13. Purpose Built Student Accommodation (PBSA) providers under new tenancies are also exempt from the new legislation allowing them to grant fixed term tenancies. This exemption is contingent on such landlords being members of a Government approved code of practice such as UUK.  Existing PBSA tenancies will become periodic tenancies but with a special possession ground allowing landlords to terminate a tenancy in order to accommodate a fresh intake for the new academic year.
14. Landlords of HMOs (houses in multiple occupation) let to students will be able to evict them to allow for new tenancies. However more than half the occupiers in the property will need to be students and the landlord will need to give at least four months’ notice.

In the coming weeks the Government will announce how and when each of the changes will come into force. Therefore there is no overnight change and landlords and tenants will need to “watch this space” to learn when each of the changes will actually take effect.

The changes are likely to put increased pressure on the Court and Tribunal system which could lead to significant delays and the Government is going to have to consider how to reduce that risk by better resourcing.

Landlords have been operating in an increasingly tough letting landscape over the past few years. Now they will be subject to even greater regulation and constraints and in some instances could face tough sanctions for non-compliance. Whilst the Government claims that protecting landlords’ interests through strengthened repossession grounds will support continued investment in the private rented sector there are many landlords who would disagree. The restrictions on rent increases, not being able to receive advance payment of more than one month’s rent and the risk of a tenant leaving after only two months means being a landlord in the private rental sector is more financially precarious than ever before.

PISCES (Private Intermittent Securities and Capital Exchange System) is a new type of platform which will facilitate secondary trading of private company shares through intermittent trading events.

The intention of PISCES is that it will allow private companies to access a broader range of investors, boost competitiveness of UK markets, and generate liquidity.

PISCES Sandbox

The PISCES regulatory framework came into force on 5 June 2025 which created a 5-year sandbox period for PISCES operation and testing. During this 5-year period, the FCA will supervise participants and shall have the power impose sanctions and conditions on them.

Any firm wishing to run a PISCES platform will need to seek approval from the FCA and those trading on PISCES also will be required to comply with certain regulation under the sandbox regime.

In August, the FCA granted its first approval to the London Stock Exchange, under which it will operate a PISCES platform which will be known as the “Private Securities Market” (PSM). A number of other applicants are currently thought to be in the pipeline.

How trading will work

Trading will take place on a PISCES platform (such as PSM) through auctions, and both buyers and sellers will be required to use intermediaries. PISCES platforms will operate scheduled, intermittent trading windows with bespoke criteria offerings which will give companies control over when their shares may be traded, who their shares can be offered to, and a floor and/or ceiling price.

Eligibility

Companies will need to satisfy various criteria to have their shares traded on a PISCES platform, such criteria to be set by each platform. For example, for PSM, companies will typically need to meet at least two of the following criteria: (i) that they have raised a minimum of £10m in the last 3 years, (ii) that they have total assets of at least £20m, and (iii) that they are generating annual turnover of at least £10m.

Participants wishing to buy/sell shares on a PISCES platform will need to fall within the FCA meanings of high-net-worth individuals or self-certified sophisticated investors, amongst a few others. This has the effect of limiting retail investors from trading on PISCES.

What’s next?

PISCES aligns with broader UK capital market reforms aimed at helping companies start, grow, and stay in the UK by providing access to new investors without requiring a public listing. The PISCES launch date has not yet been set, but the FCA intends for it to take place sometime in Q4 2025 – watch this space.

On Friday 24 October 2025 the High Court released its judgment in ARC Time Freehold Income Authorised Fund and Others v Secretary of State for Housing.

The proceedings, which were brought by a group of established landlords, including the London estates of the Earl Cadogan and the Duke of Westminster, as well as charities and an investors, sought to challenge the compatibility of parts of the Leasehold and Freehold Reform Act 2024 (“the 2024 Act”) with the European Convention on Human Rights (“the ECHR”). The landlords argued that parts of the 2024 Act infringed their right to protection of their property under Article 1 of the First Protocol to the ECHR.

This case represents a pivotal moment in the ongoing debate over leasehold reform in England and Wales. The High Court’s judgment addresses the legality of several core components of the 2024 Act, clarifying the current judicial stance on these long-contested issues.

This decision has been long-awaited by both property owners and legal professionals. Its ramifications will shape the market and future legislative action.

What was being challenged?

A challenge was brought to the removal of marriage value from the calculation of premiums in enfranchisement cases, the capping of ground rents at 0.1% in similar circumstances and the limitation on the landlord’s ability to recover their costs in such claims.

The Court found against the landlords and confirmed that the provisions of the 2024 Act should stand.

What next?

However, the matter is not yet resolved. The landlords are expected to appeal, which may prolong the debate for several years, quite possibly culminating in a trip to the European Court of Human Rights. There also remains the possibility that the present or a future Government may ultimately decide to withdraw the proposed changes.

Even if no appeal is brought, which is considered unlikely, there are still issues under the 2024 Act to address.  There needs to be a consultation on the deferment and capitalisation rates used to calculate premiums and secondary legislation needs to be passed before the new valuation methodology is triggered. There is a long way to go.

This latest development has significant implications for both landlords and leaseholders. While the High Court’s decision provides some clarity for now, uncertainty remains as the legal process continues. Stakeholders should stay informed of further updates, as the outcome of any appeal or future legislative changes could dramatically alter the landscape for leasehold reform.

What should leaseholders do?

In the meantime, any claim made now to extend ar lease or acquire the freehold of a house or a building divided in to flats will be subject to the existing 1993 Act valuation methodology, most of the provisions of the 2024 Act, including those relating to enfranchisement, not yet having been brought into force.

Marriage value accordingly remains included in the premium calculation when a lease has 80 years or less remaining. Ground rents are not subject to a cap in these calculations, and leaseholders are required to pay the landlord’s costs during the process.

Some landlords may be open to negotiating marriage value and ground rent capitalisation during this period of uncertainty, given the financial downside should an appeal not be made or succeed, or if the Government sets rates that lead to lower premiums.

Many enfranchisement practitioners are advising leaseholders to consider the potential risks of waiting for the reforms to come into force before extending their lease or claiming the freehold. The implementation date for these reforms is uncertain and could be several years away, during which time the lease term will decrease, and the cost of enfranchising may well increase.

If you have any questions regarding this subject please contact Katherine Simpson or any other member of the Residential Property team.

Background

The Appellants, Mr Dilip Desai and Mr Paresh Shah, engaged Boscolo Limited (“the Company”) to carry out interior design and project management services in relation to the refurbishment of a property they owned.

The Company was alleged to have negligently advised the Appellants that listed building consent was not required for the refurbishment and, as a result, the Appellants suffered substantial losses.  The contract incorporated the British Institute of Interior Design Conditions which required the Company to obtain professional indemnity insurance. The Company had cover up to an indemnity limit of £250,000 for any one claim.

Following notification of a potential claim, (but prior to a claim being issued and thus liability being determined or agreed) the Company’s insurer, Royal & Sun Alliance Ltd, exercised a clause in its professional indemnity policy allowing it to discharge its liability by paying the full indemnity limit (£250,000) to the insured. Crucially, this payment was made before the Company became a “relevant person” under the Third Parties (Rights Against Insurers) Act 2010, meaning the Appellants had no automatic right to claim the proceeds from the insurers directly.

Upon discovering the payment had been made, the Appellants then issued proceedings against the Company for breach of contract and/or negligence, seeking more than £700,000. Just three weeks after proceedings had been issued, the Company entered a creditors’ voluntary liquidation. The Company owed £34,000 to trade creditors and £250,000 to its former director and owner, however its only significant asset was the remaining proceeds of the insurance policy (£246,000).

The claim was stayed by consent and the Company’s liquidators applied to the High Court for directions as to the entitlement to the insurance policy proceeds under section 112 of the Insolvency Act 1986.

The High Court Decision

The central question at first instance was whether the insurance policy proceeds formed part of the insolvent Company’s assets (and therefore fell to be distributed pari passu among the general body of creditors) or whether they were held on trust for the Appellants (whose claimed has prompted the payout by insurers). The Appellants argued that there were implied terms in both the contract as well as the policy that the policy proceeds would not be dissipated by the Company and that they would be held on trust for the Appellants and effectively ring-fenced.

HJJ Paul Matthews rejected the Appellant’s arguments and held that the insurance proceeds belonged beneficially to the Company. The Court gave directions confirming that the funds formed part of the Company’s general assets and should be distributed to its creditors in accordance with the usual priority rules.

The Court of Appeal Submissions

The Appellants appealed that decision submitting that the design contract implied terms that the Company would not dissipate the insurance proceeds if it found itself in financial difficulties and had reasonable grounds to believe it would not otherwise be able to meet the Appellant’s claim. In other words, there was a constructive trust over the policy proceeds because it would be unconscionable for the Company to retain the insurance proceeds if it had the “Relevant State of Mind”.

They also argued that both the policy and the design contract included an implied term that the proceeds would only be utilised for the so-called ‘Paramount Purpose’ of ensuring, for the benefit of the injured client, the Company’s ability to pay the related claim.

The Court of Appeal Decision

No Constructive Trust

The Court of Appeal rejected the constructive trust argument noting that a remedial constructive trust was not recognised in English Law and furthermore the circumstances did not justify the imposition of a trust based on unconscionability.

Implication of Terms Test

In considering whether the terms had been implied the Court applied the test from Ali v Petroleum Company of Trinidad and Tobago [2017] UKPC 10, assessing whether the terms were necessary for business efficacy or whether the allegedly implied terms were so obvious that they went without saying.

It was determined that it was not obvious that a term restricting the use of the proceeds was implied into the design contract, nor was it necessary for business efficacy. The Court made the point that the Appellants could have included an express term in the contract establishing a proprietary entitlement to any insurance pay out, but they had not done so.

Paramount Purpose

In considering the ‘Paramount Purpose’ argument, the Court held that the primary and direct purpose of professional indemnity insurance was to benefit the insured rather than any third party. It was confirmed that any benefits to third parties were by indirect benefit and that it was not necessary for business efficacy to imply a term to protect that indirect benefit.

No Trust Imposed

The Court went on to say that even if a term had been implied requiring the Company to use the policy proceeds to pay the related claim, this would not have assisted the Appellants unless a trust over the proceeds had been formed. In the absence of a trust, the Appellants would only have a contractual claim to the funds rather than a proprietary entitlement. As such the Appellants would rank among the other unsecured creditors of the Company.

The court noted that the neither the requirement of certainty of intention nor certainty of subject matter had been met to support the imposition of a trust. There was no indication of an intention that the proceeds were to be held on trust, and the funds were not ring-fenced or separated from the Company’s assets in a manner that might indicate certainty of subject matter.

No Statutory Assignment

Furthermore, the Appellants were not assisted by the Third Party (Rights Against Insurers) Act 2010 (“TPRIA 2010”). The timing of the events in this case were key to the decision. The Court confirmed that the TPRIA 2010 can only transfer an insured’s rights against its insurer to a third party upon the occurrence of a qualifying insolvency event. In this case, as the insurance proceeds were received by the insured prior to it entering an insolvency process (thereby discharging the insurer’s liability prior to the requisite qualifying insolvency event), the TPRIA 2010 did not apply and the Appellants accordingly acquired no rights against the insurer.

Implications of the Judgment

The decision reaffirms the general principle set out in the case of Re Harrington Motor Co Ltd, ex p Chaplin [1928] Ch 105, that a claimant does not have a beneficial interest in the proceeds of a company’s insurance claim, even where that claim has already been proved.

In the absence of express contractual provisions or statutory assignment, insurance proceeds paid to an insured belong to the insured and a claimant cannot take the benefits provided under the TPRIA 2020 unless and until formal insolvency proceedings have been commenced.

Moving forward, it is likely that parties contracting with professional service providers will seek to insert a clause into contracts conferring a proprietary right or security interest in the professional service providers’ interest under their insurance policies. This will be particularly important in cases where the financial security of the insured is in doubt.

The case also serves to highlight the fact that insureds who receive payment from insurers who have elected to compromise the claim at the full limit of indemnity, thereby relinquishing all liability for the claim, are not under any obligation to use the payment to meet the claimant’s claim. Arguably this leaves claimants who are intended to be protected by the provision of insurance vulnerable should insurers exercise their rights in this manner.

For insolvency practitioners, the decision provides clarity that insurance proceeds paid prior to a qualifying insolvency event will form part of the insolvent Company’s estate for the benefit of the Company’s creditors as a whole and are to  be distributed in accordance with the statutory waterfall In this context and also of note were the Court’s observations that insurance policies are generally not intended to benefit third parties in asserting claims against the insured – and even less so to confer enforceable proprietary rights upon them in the event of the insured’s insolvency.

In light of the Court of Appeal’s decision and specifically the concluding paragraph of Lord Justice Zacaroli’s judgment – “The conclusion does not, moreover, preclude parties seeking to provide, by express terms, protection against an insured’s insolvency, whether by grant of a proprietary right or security interest” – insolvency practitioners would also be well advised to undertake a careful review of contractual terms that require insurance proceeds received by the insured to be held separately on trust for a claimant and applied solely towards the discharge of that claim. Although the effectiveness of such provisions will be case specific, the Court provided clear guidance that express terms seeking to ring-fence insurance proceeds could indeed support the argument that the funds are to be held separately with the consequence that they will not form part of the insured’s estate upon insolvency.

If you would like assistance or have any queries about this topic, please do not hesitate to get in touch with Nicola Maher of the Insurance Disputes team, or Sophia Bompas of the Restructuring & Insolvency team.