On the grant of planning consent for a new residential development, a local planning authority (LPA) will usually require the parties to enter into an associated section 106 agreement which will typically include obligations to provide affordable housing within the scheme and, before the commencement of development or occupation of any new homes, to sell that affordable housing to a registered provider (RP).

However, due to a lack of interested RP purchasers, schemes are stalling and housing is being left unoccupied. Research published by the Home Builders Federation in October 2025 showed that 8,500 section 106 affordable units remained unsold due to an absence of RP purchasers.

This will not come as a surprise to the sector. Such is the problem that the government tasked Homes England in December 2024 to create a database – known as the section 106 clearing service – containing ‘details of housebuilders’ uncontracted and unsold s.106 affordable homes across England’. The intention is that housebuilders, RPs and LPAs will register to access the database and take up opportunities detailed within it.

What is the government’s new plan?

Section 106 delivery roadmap

The government is stepping in again and, in addition to the section 106 clearing service, it has produced a roadmap, which:

• establishes a new time-limited approach to section 106 affordable units, where the housebuilder can demonstrate that no RP is willing to buy them;
• requires all such section 106 units to be registered on the clearing service;
• encourages standardisation across the market in respect of how pricing is negotiated, so as to provide more certainty for RPs and housebuilders on what they can expect to pay and accept for section 106 affordable units;
• expands financial capacity to revive RP demand for section 106 units; and, perhaps most importantly
• allows for a change of tenure if all of the above fails to create the necessary demand.

The roadmap is intended to be a short term measure to reinvigorate the market for section 106 affordable units.

The roadmap reminds LPAs that they:

• already have the ability to renegotiate section 106 agreements, to vary the number and/or tenure of social and affordable units to be delivered; and
• can include ‘cascade’ mechanisms in section 106 agreements – for example, allowing a housebuilder to change the tenure of affordable units where it cannot find an interested RP purchaser within a specified period of time, without the need for a deed of variation (DoV) – but these appear to have fallen out of use because LPAs are concerned about loss of control.

In light of LPA reluctance, the roadmap makes it clear that LPAs are expected to consider renegotiating section 106 agreements when the following conditions are met:

• the housebuilder has exhausted all reasonable endeavours to find an RP purchaser;
• the housebuilder has uploaded uncontracted affordable units onto the section 106 clearing service by 1 June 2026;
• the affordable units have been live on the section 106 clearing service for at least six weeks;
• the affordable units are due for completion on or before 1 December 2027.

Where the aforementioned six week period has elapsed:

• LPAs should confirm their decision on any DoV to the relevant section 106 agreement no more than 12 weeks after that six week period has ended;
• where the decision is reached to proceed with a DoV, initially LPAs should encourage alternative affordable housing or discounted market tenures within the scheme;
• if there is no buyer for such alternative tenures, LPAs should proceed with private market rent or sale. Here, rather cryptically, the government suggests the housebuilder should provide the equivalent affordable housing off-site within the LPA’s area or a financial payment in lieu;
• LPAs should stipulate that if the relevant section 106 affordable units are not practically completed on time, and in any event by 1 December 2027, schemes will revert to the original tenure mix (presumably housebuilders will be allowed the usual extensions of time for reasons beyond their control?); and
• in relation to phased developments, where a phase is not expected to be completed by 1 December 2027, the original section tenure mix should not be varied.

LPAs are expected to avoid tenure renegotiations where reasonable offers have been received from willing and suitable RPs – it is not clear what this will mean in practice.

On their part, housebuilders will be expected to disclose to the LPAs any and all bids they have received from interested RPs.

These bids will need to be assessed for reasonableness by the relevant LPAs and the roadmap encourages them to consider ‘site level viability evidence; published commuted sums policies; grant rates; surveyor data; and recent S106 purchases in the locality’. Where housebuilders and LPAs cannot reach an agreement on the reasonableness of an RP’s bid, the government expects the parties to seek third party views or an alternative dispute resolution.

Standardised section 106 agreements

The government has made clear in the National Planning Policy Framework (NPPF) that it believes local plans should clearly set out the contributions expected from developers, and the amount of affordable housing and infrastructure needed in the local area.

In addition, the government has set out its proposals on how section 106 agreements should be drafted.

In response to research which showed the average agreement approval timeline in 2024/25 was 515 days – with that period getting longer – Town Legal LLP was appointed to draft a standardised section 106 agreement template for use on small to medium schemes (below 50 units) within England.

Town Legal LLP assembled a working group of private and public sector solicitors, planners, advisers and stakeholders across the sector. The group created the first draft of this template, which was published in November 2025. It is intended to assist LPAs that do not have an existing template – the draft does permit local variations.

Conclusion

The government hopes its roadmap will secure the delivery of much needed affordable housing. If units cannot be used for affordable housing, they will be made available on the open market.

Further guidance on the proposed standardisation of the section 106 process is expected shortly, with the stated aim of reducing the administrative burden on local planning authorities and creating a more efficient pathway for bringing affordable homes forward.

We anticipate additional detail in the coming months as the government refines its proposals. We will continue to monitor developments closely and keep you updated as further guidance is published.

Ovarian cancer is the sixth most common form of cancer in women in the UK, after breast, lung and bowel cancer, and yet it has one of the lowest five-year survival rates compared to many other, more common cancers.

In 2026, a woman dies every two hours from ovarian cancer in the UK. As with most cancers, early detection offers the best possible chance of successful treatment and survival.

Cancers of the ovary, fallopian tube, and the peritoneum are often grouped together under the term ‘ovarian cancer’, as they are so similar, and they are usually treated in the same way. Ovarian cancer can affect anyone who has ovaries and fallopian tubes. This includes women, transgender men, and people assigned female at birth.

March is Ovarian Cancer Awareness Month; led by several UK ovarian cancer charities, the campaign aims to raise awareness of the signs and symptoms of the disease, in the hope of improving detection, treatment and survival rates, as well as raising vital funds for lifesaving research.

The UK charities spearheading the awareness campaign include Ovarian Cancer Action, Target Ovarian Cancer, Macmillan Cancer Support, and The Eve Appeal. They highlight that over 7,400 women are diagnosed annually, with more than 70% being diagnosed late, meaning that the prospects of successful treatment are less favourable.

Supporters of the campaign are being encouraged to take part in, or sponsor, a 100km walk called ‘Walk In Her Name’, to fund lifesaving ovarian cancer research and to support those affected by ovarian cancer.

Cancer of the ovary causes symptoms like other, more common, and less serious conditions. This can make it more difficult to diagnose it early. Target Ovarian Cancer explains that the symptoms of ovarian cancer are frequent (they usually happen more than 12 times a month or three times a week) and persistent, and include:

• ongoing bloating (not bloating that comes and goes);
• feeling full quickly and/or loss of appetite;
• pain in your tummy or pelvis (the area between your hip bones);
• needing to wee more urgently or more often than usual.

Other symptoms can include unexpected weight loss, change in bowel habits, and extreme fatigue. It is advised that if people regularly experience any of these symptoms, which are not normal for them, it is important to see their GP.

Lack of awareness of the symptoms of ovarian cancer is felt to be a big contributing factor in the late diagnosis of the disease in the UK. The leading charities advise people to contact their GP if they regularly experience any one, or more, of the above symptoms. The GP should arrange for a CA125 blood test to check for raised levels of this protein, which may be higher in the presence of ovarian cancer. The GP may also order ultrasound scans of the ovaries and abdomen. If symptoms do not go away, then people are advised to go back to their GP or ask for a second opinion within a month.

Although ovarian cancer is the fourth most common form of cancer death amongst women in the UK, the average GP will see only one case of ovarian cancer every five years. The fact that GPs do not see it regularly, as well as the fact that symptoms can be non-specific and explained by other, less sinister conditions, are further reasons why this cancer is so often diagnosed at a late stage, when the prospects of successful treatment are limited.

Commenting on Ovarian Cancer Awareness Month 2026, Lucie Prothero, senior associate at Penningtons Manches Cooper and specialist in oncology claims, said: “We strongly support this campaign to increase awareness of ovarian cancer symptoms, help promote earlier diagnosis, and reduce the sad loss of life to this disease.

“Looking at ovarian cancer survival data collated and analysed by the International Cancer Benchmarking Partnership (ICBP), it is clear that the UK is lagging behind many other European nations. It is estimated that if UK survival rates matched the best survival rates in Europe, 500 lives would be saved every year.

“We deal with many devastating cases where patients or their family members feel that an opportunity has been missed for an earlier diagnosis. We have seen instances where patients have attended repeatedly with some of the symptoms of ovarian cancer, but have not been appropriately referred for ultrasounds or had the simple CA125 blood testing performed.

“It is fair to say that the non-specific nature of the symptoms does present a challenge to doctors, which can often mean that a failure to diagnose the disease is not necessarily negligent. However, ovarian cancer is so serious that any doctor should be alert to the possibility of the diagnosis where the symptoms are frequent and persistent, and should have a low threshold for referring a patient for further investigation.”

The world of private wealth is undergoing a generational shift. Today’s next generation,  globally mobile, digitally fluent and guided by clearer values, are preparing to inherit not only significant assets, but also the responsibility of stewarding them across borders, blended families and increasingly complex structures.

This demographic expects transparency, flexibility and well‑coordinated advice. Yet many of the classic pressure points remain: divorce, incapacity, second marriages, international parenthood and post‑death disputes. They now arise in more nuanced ways, often requiring early, cross‑disciplinary input from family law, private client, immigration, Court of Protection, and contentious private client specialists.

What follows is a practical guide to some of the key legal dynamics shaping wealth transfer for modern, and next-gen families.

Family law and intergenerational wealth

Nuptial settlements: why structures can still be exposed

For families seeking to preserve multi‑generational wealth, the financial impact of divorce is often underestimated. Trusts and wealth‑holding vehicles are a powerful part of family governance, but they can be vulnerable if they are connected to a marriage. Under section 24(1)(c) of the Matrimonial Causes Act 1973, where a trust benefits a spouse or current/future children, the family court may treat it as a nuptial settlement, giving it the power to adjust the structure on divorce. This is the case notwithstanding that its original purpose may have been to safeguard family wealth. This risk applies across a spectrum: from longstanding offshore structures to vehicles created during a relationship.

Nuptial agreements: certainty through transparency

Nuptial agreements have become a central tool for families wishing to provide clarity around future wealth distribution, and are frequently encouraged by family matriarchs and patriarchs. Whilst the next generation may be concerned to keep inherited wealth private, attempts to shield inherited wealth from disclosure can undermine the agreement and the very protections families seek: namely, from redistribution on divorce. Fairness and transparency at the time the nuptial agreement is entered into, requiring full and frank disclosure of assets, liabilities, and income, is therefore critical.

At present, nuptial agreements are influential but not legally binding, with the court retaining ultimate discretion to disregard any arrangement it considers unfair. Proposed reforms may introduce fully enforceable ‘qualifying nuptial agreements’: contracts that would be fully enforceable provided they follow a prescribed format. But, as things stand, parties do not have the power to curtail judicial discretion over asset division.

Therefore, whilst nuptial agreements that satisfy the three stage test in Radmacher v Granatino [2010] UKSC 42 will, in principle, carry weight, they nonetheless fall short of providing the degree of certainty often sought by next‑generation couples and by older family members wishing to preserve family wealth.

Cross‑border marriages: one relationship, multiple legal systems

International pre-nuptial agreements introduce an additional layer of complexity. An agreement that carries weight in England and Wales may have little or no effect elsewhere (and vice versa), and factors such as residence, domicile and the location of assets all influence international enforceability. Where parties have connections to multiple jurisdictions specialist cross-border advice is essential to ensure the agreement is enforceable internationally.

Modern families: parenthood, surrogacy, and global mobility

Surrogacy

Many UK families now pursue surrogacy overseas, particularly in the United States. The legal process in England and Wales, however, remains distinct: the surrogate is always the legal mother at birth, and intended parents must obtain a parental order within six months of the child’s birth to transfer legal parenthood and parental responsibility.

When surrogacy takes place abroad, delays frequently arise due to immigration requirements. Ensuring that the child can lawfully enter the UK, and that their long‑term status as a British citizen is secure, is therefore crucial to a smooth parental order process.

Same‑sex families

Same‑sex couples may face additional challenges where their relationship, or the non‑genetic parent’s status, is not recognised by the country in which their child is born. This can disrupt nationality applications, future travel and relocation plans. Taking early, integrated family law and immigration advice reduces the risk of families becoming stranded and minimises subsequent nationality or travel difficulties for the child.

Global mobility and immigration

It is increasingly common for HNW individuals and next-gen families to have international connections. However, citizenship and residence entitlements do not always automatically align with how families live.

A child born abroad to a British citizen by descent does not automatically acquire British citizenship. Registration may be possible if the British parent has completed a continuous three‑year period of UK residence before the child’s birth; otherwise, the family may need to relocate to the UK for at least three years before the child becomes eligible to register. Families should therefore seek advice before a child’s birth wherever possible.

A non‑British spouse relocating to the UK typically follows a five‑year route to indefinite leave to remain, after which they may be eligible for British citizenship if the marriage is ongoing. Timing, documentary evidence, and financial requirements must be aligned with the family’s wider plans, including property purchases, schooling and tax considerations.

Managing wealth across generations

Next‑gen family members often want to play an active role in shaping family strategy. But where the older generation remains both alive and capacious, they retain full legal autonomy. This can lead to tension within family governance, particularly where values or priorities differ.

Early dialogue and legally robust planning can ease the eventual transition of responsibilities, reducing the risk of disputes or emergency interventions later.

Supporting vulnerable relatives: key legal considerations

Beyond wealth management, the next generation is increasingly taking on responsibility for protecting vulnerable family members. This may include arranging appropriate care, overseeing financial decisions, and intervening when capacity concerns arise. A clear understanding of the legal framework, particularly in relation to lasting powers of attorney, deputyship, and best‑interests decision‑making, is essential. Key considerations include:

• Capacity is decision‑specific: Under the Mental Capacity Act 2005, capacity is assessed for each decision individually. A person may manage basic finances but lack the understanding needed for a significant transaction, a will, or even marriage. Where capacity exists, their autonomy must be respected, even if their choices conflict with next‑gen preferences.
• LPAs vs deputyship: Lasting powers of attorney offer flexibility and continuity. If incapacity arises without an LPA, a deputyship application to the Court of Protection becomes necessary, and this is typically more costly, slower and administratively burdensome compared to attorney-managed affairs.
• Gifting and tax planning: Attorneys operate under strict limits. The Office of the Public Guardian permits attorneys to make limited gifts without specific court authority, in the case of customary occasions and charitable donations. Larger gifts or tax‑motivated planning require court approval and are examined closely for reasonableness.
• Care home fees: Local authorities can also challenge gifts made with the intention of reducing care fees. While it is entirely understandable that the next generation may wish to protect future inheritances, local authorities will examine substantial transfers of wealth closely. If they determine that a gift was made primarily to reduce assets for the purpose of care fee assessments, the value of that gift can still be treated as forming part of the estate. To reduce this risk, the next generation should keep clear records showing that any gifts were made for genuine and legitimate planning reasons rather than with the intention of depriving assets.
• Why early planning matters: Taking proactive steps, such as putting LPAs in place while the individual still has capacity and clearly documenting their wishes, can significantly reduce future tension. Early preparation allows advisors to help the next generation anticipate potential issues and approach future challenges with confidence. Establishing a clear gifting history and recording tax‑planning intentions while the older generation has capacity can also provide valuable evidence if decisions later need to be made in their best interests. These measures not only protect personal autonomy but also give the next generation a structured roadmap for managing wealth transitions smoothly, helping to minimise the risk of disputes and avoid unnecessary delays and costs.

• Planning for vulnerable next‑gen beneficiaries: Some next‑gen family members have lifelong support needs or depend on means‑tested benefits. This may arise, for example, where they have suffered a brain injury at birth. Inheriting outright can disrupt that support, trigger deputyship needs and cause deprivation-of-capital complications. Disabled persons trusts or carefully managed discretionary trusts can preserve financial protection without causing adverse consequences. Clear letters of wishes plan an important role in guiding future decision‑making.

Family disputes: preventing problems before they arise

Second marriages and blended families can bring joy, but also complexity. Without careful planning, tension between a surviving spouse and adult children from previous relationships can easily evolve into a dispute after death if not addressed early.

• Remarriage, revoked wills, and 1975 Act claims: Under English law, a marriage automatically revokes an existing will unless that will expressly anticipates the marriage. If the will is not refreshed, the default legal entitlement of the new spouse may override the expectations of adult children. This often runs counter to the wishes of the deceased, and children from a first marriage may ultimately find themselves having to pursue their entitlement through court to achieve a fair outcome.Where a will (or the intestacy rules) fails to provide reasonable financial provision, spouses, former spouses, children and some dependants can bring a claim under the Inheritance (Provision for Family and Dependants) Act 1975. Courts often balance the housing and maintenance needs of the surviving spouse against adult children’s expectations. Mediation is common when these issues arise, and almost always leads to resolution, but this can follow months of cost and strain. Strict time limits also apply, and next generations must be aware that 1975 Act claims generally must be brought within six months of probate being granted.
• The Bank of Mum and Dad – promises and proprietary estoppel: Financial help from parents, contributing to deposits, building annexes, or providing homes, is often accompanied by informal assurances such as ‘you’ll always have a place here’, particularly for HNW and UHNW families. Problems arise when legal ownership remains with the older generation and they later change their will to favour a new spouse from a second marriage.
  Disappointed children from a first marriage may turn to proprietary estoppel, arguing that:

1. a promise was made – that they would enjoy an ownership right or long-term security over the property;
2. they relied on it – for example, investing money, labour, or relocating;
3. they suffered detriment as a result – such as expenditure, lost opportunities, or unpaid care; and
4. it would be unconscionable and inequitable for that promise not to be honoured.Clear documentation of any assurances and contributions dramatically reduces the risk of disputes in these circumstances. Wills should be updated regularly, particularly after remarriage or major life events such as the formation of blended families, to ensure they reflect current wishes. Divorce does not automatically revoke a will, but a new marriage does, so advice is critical whenever circumstances change.

Where meaningful wealth is being transferred within families or through generations, trusts or written agreements should be considered to provide clarity and legal protection.

Next‑gen individuals concerned about arrangements following a parent’s death should seek advice immediately, given the tight time limits for many claims and the benefits of early mediation, both for the preservation of family relationships and financial resources.

Conclusion

For the next generation, proactive planning is no longer a luxury; it is essential. Thinking internationally, documenting intentions clearly, and coordinating advice across disciplines helps protect vulnerable family members, preserve relationships, and ensure a smooth and purposeful transition of wealth and responsibility.

Our private wealth sector brings together specialists in family law, private client, immigration, Court of Protection and contentious private client work. We are expertly equipped to support next‑gen families as they navigate modern relationships, international mobility, intergenerational asset stewardship and the challenges of caring for vulnerable relatives, seamlessly combining expertise across disciplines.

If you would like tailored advice on any of the topics discussed above, please get in touch. We would be delighted to help.

Sexual harassment as a protected disclosure

From 6 April 2026, any disclosure about sexual harassment will explicitly qualify as a protected disclosure under the UK whistleblowing framework. This change updates section 43B of the ERA 1996 with the effect that sexual harassment falls within the definition of a ‘relevant failure’.

Employees will no longer need to frame concerns as a criminal offence, a legal breach, or a health and safety issue in order to be protected. Workers who make qualifying disclosures about sexual harassment (directed at themselves or others) will be protected from detriment, and employees will also be protected from unfair dismissal. These protections apply where sexual harassment has happened, is happening, or is likely to happen.

Government‑cited evidence highlights why this clarity is needed: 26% of people who experience sexual harassment report that it happened at work, and half of affected workers choose not to report incidents due to fear of victimisation, lack of confidence in procedures, or concerns that nothing will change.

All reasonable steps

Since 26 October 2024, employers have been required to take reasonable steps to prevent sexual harassment. From October 2026, that threshold will rise: employers must demonstrate that they have taken all reasonable steps to prevent sexual harassment. This higher bar reflects a stronger emphasis on proactive risk management, prevention, and demonstrable evidence of action.

Third-party harassment

The October 2026 reforms will also introduce direct employer liability for third‑party harassment. This means employers may be liable if a worker is harassed by clients, customers, patients, service users, contractors, or guests, and the employer has not taken all reasonable steps to prevent it. These protections apply across all protected characteristics under the Equality Act 2010, not just sexual harassment, and are intended to improve safety in customer and client‑facing environments.

NDAs and confidentiality

Once the relevant statutory provisions take effect, any contractual clause that restricts or appears to restrict a worker from raising concerns or making disclosures about sexual harassment will become void. Employers should therefore review and amend:

• settlement agreement templates;
• employment contracts; and
• whistleblowing, grievance, and dignity-at-work policies.

This ensures workers are not misled about their ongoing right to make a protected disclosure in the public interest.

Prevention remains essential

Guidance from the Equality and Human Rights Commission already stresses that employers must act before an incident occurs. Prevention is an anticipatory duty, meaning organisations must understand the risks specific to (areas of) their business and put effective measures in place.

Employment tribunals will expect employers to show that they have carried out detailed risk assessments and that their steps are tailored, proportionate, regularly reviewed, and updated as risks evolve. Growing awareness is already shaping behaviour: Acas recorded 5,600 harassment‑related calls in the first half of 2025 – a 39% increase year‑on‑year – which suggests workers are increasingly willing to speak up and make claims.

What should employers do next?

Update policies

• Clearly identify sexual harassment as a protected disclosure within whistleblowing and anti‑harassment policies.
• Offer multiple, accessible reporting routes (HR, line manager, confidential inbox/helpline).
• Confirm that workers are protected from detriment when raising concerns.

Train managers

• Equip managers to recognise a protected disclosure at the moment it is made.
• Reinforce how to triage concerns sensitively, maintain confidentiality, and avoid any form of detrimental treatment.
• Ensure training aligns with investigation protocols and record‑keeping requirements.

Map and mitigate risk

• Identify higher‑risk situations, such as customer-facing activities, business travel, social events, and lone or remote working.
• Document existing ‘reasonable steps’ and begin building toward the ‘all reasonable steps’ standard expected from October 2026.

Audit NDAs and templates

• Remove or amend wording that could be seen as restricting protected disclosures.
• Ensure settlement communications clearly explain that workers may still blow the whistle in the public interest.

Evidence governance

• Maintain clear, auditable records: risk assessments, training attendance, actions taken in response to concerns, and reviews of the effectiveness of preventative measures. These records will be essential in defending whistleblowing detriment claims (from April 2026) and demonstrating compliance with the heightened preventative duty (from October 2026).

Sepsis remains one of the most serious postoperative complications in gynaecology, arising when an infection triggers a dysregulated immune response that can lead to tissue damage, organ failure, and death.

Although modern surgical practice has significantly reduced its incidence, sepsis can still occur after procedures such as hysterectomy, laparoscopy, pelvic floor surgery, and termination of pregnancy. Infections may originate from surgical-site contamination, retained products, injury to the bowel or urinary tract, or failure to remove infected tissue. When sepsis develops because early signs were missed or appropriate precautions were not taken, it raises significant medicolegal concerns relating to negligent care.

The risk of postoperative sepsis is most common within the first 48 – 72 hours following surgery, although it can manifest later, depending on the type of procedure and organism involved. Women who have underlying conditions, such as diabetes, immunosuppression, obesity, or anaemia, are at increased risk, as are those undergoing emergency surgery or procedures involving bowel adhesions or contamination. Failure to properly assess these risk factors pre-operatively, or to implement preventative strategies such as timely prophylactic antibiotics, may be the basis of a medical negligence claim if sepsis subsequently develops.

Early detection of sepsis is crucial, and national guidelines emphasise the importance of recognising red flag symptoms such as fever, tachycardia, hypotension, increasing abdominal pain, foul-smelling discharge, or altered mental state. Monitoring vital signs, conducting full blood counts, and obtaining cultures are essential steps. Medicolegally, delays in recognising deterioration, such as ignoring abnormal observations, failing to escalate care, or inadequate postoperative review, are common grounds for claims. The duty of care requires that clinicians not only monitor patients but act promptly when abnormal findings emerge.

Treatment of postoperative sepsis must be aggressive and time‑critical, typically involving broad‑spectrum intravenous antibiotics administered within the first hour of recognition (the golden hour), alongside fluid resuscitation, source control (such as draining abscesses or repairing organ injury), and critical care referral if required. From a medicolegal standpoint, delays in providing antibiotics, inadequate investigation of symptoms, or failure to return the patient to theatre, when necessary, can all contribute to catastrophic outcomes, and to allegations of substandard care (a breach of the duty of care owed to the patient) leading to avoidable injury. This would then be the basis for a medical negligence claim.

Preventing postoperative sepsis requires meticulous surgical technique, adherence to infection‑control protocols, and evidence‑based use of prophylactic antibiotics. Clear communication with patients about warning symptoms and ensuring they have rapid access to medical review is equally important. Healthcare providers must maintain accurate documentation of operative findings, postoperative monitoring, and clinical decision-making. In negligence cases, missing, incomplete, or inconsistent documentation often becomes central evidence of a breach of duty.

Alison Johnson, partner in the medical negligence team at Penningtons Manches Cooper, who has experience of bringing gynaecology claims and representing patients who have suffered injury from sepsis, comments: “When sepsis arises from negligent care, the consequences can be severe and can include prolonged hospitalisation, fertility loss, chronic pelvic pain, psychological trauma, and in the worst cases, life‑changing organ damage or death. Medicolegal investigations focus on whether reasonable steps to prevent, recognise, and treat infection were taken promptly, and whether earlier action would have avoided the harm. Ultimately, while not every postoperative infection is preventable, robust clinical vigilance and swift intervention remain essential for patient safety.”

The corporate team at Penningtons Manches Cooper has advised Cavendish Capital Markets as nominated adviser and sole bookrunner to Roadside Real Estate on a £20.75 million fundraising through a placing and subscription to fund Roadside’s acquisition of Gardner Retail, which operates premium petrol station forecourts across the South West of the UK.

Roadside is an AIM‑listed company that acquires, owns and operates multi‑fuel roadside destinations supported by place‑based retail infrastructure. It targets sites with strong potential to grow its convenience offering, typically combining drive‑thru/drive‑to formats, trade counters, convenience food, leisure, self‑storage, last‑mile logistics, petrol filling stations and ultra‑fast EV charging. Sustainability underpins its development and investment approach, with the company working closely with occupiers to deliver efficient, high‑quality and environmentally responsible assets.

The Penningtons Manches Cooper team was led by corporate partner, Seb Orton, with support from associate, Jenny Wright.

Seb Orton commented: “It’s a pleasure to work with Cavendish Capital Markets again, having partnered with them on several transactions in recent years.”

The corporate team at Penningtons Manches Cooper has advised Sirius Real Estate Limited on a capital raise which resulted in gross proceeds of £77 million. The fundraising comprised an institutional placing in the UK, a placing to selected qualified investors in South Africa, and a retail offer of shares made on behalf of Sirius Real Estate by RetailBook Limited on its online platform.

Sirius Real Estate is a leading owner and operator of business parks, offices and mixed‑use workspaces across Germany and the UK, supporting businesses with flexible, well‑located spaces to grow and succeed. It has a dual-listing on the London Stock Exchange, where it is a member of the FTSE 250 index, and on the main board of the Johannesburg Stock Exchange. The funding will enhance Sirius Real Estate’s ability to continue delivering on its acquisition‑led growth strategy.

London-based corporate partner Adam Carling led the deal with assistance from corporate managing associate Giordano Suergiu and corporate associate Jenny Wright. It marks the third major fundraising transaction on which the Penningtons Manches Cooper corporate team has advised Sirius Real Estate since 2023, reflecting the firm’s ongoing role in supporting the company’s strategic growth.

Adam Carling said: “We were delighted to support Sirius Real Estate on this substantial fundraise, which represents another important step in the company’s ongoing growth strategy. With a clear focus on expanding and enhancing its portfolio across Germany and the UK, Sirius Real Estate continues to build strong momentum and reinforce its position in the market.”

Berenberg and Peel Hunt acted as joint global co-ordinators and joint bookrunners in respect of the UK placing. PSG Capital acted as sole bookrunner and placing agent in respect of the placing in South Africa.

Regulation (EU) 2023/2854 (EU Data Act) is changing the rules for cloud services. Providers of cloud-based solutions (whether infrastructure as a service (IaaS), platform as a service (PaaS), software as a service (SaaS), or another type of data processing service) should act now.

What is the EU Data Act?

The EU Data Act is part of the EU’s digital strategy. It entered into force on 11 January 2024 with most provisions applying from 12 September 2025. Amongst other aims, it sets out to make it easier for users of data processing services (cloud services) to switch to another provider of equivalent services, move to a multi-cloud solution (ie use multiple providers simultaneously), or bring functionality in house (ie to move to on-premise infrastructure). It is hoped that it will prevent vendor lock-in and create a more competitive market across the EU.

The EU Data Act does not just apply to providers of data processing services established in the EU. It also applies to non-EU providers (irrespective of where they are based) if they provide services to EU customers, due to its extra-territorial effect. There is no carve-out of the provisions on switching for small, micro or medium-sized enterprises, so it will affect cloud service providers of all sizes (although see below on the impact of the Digital Omnibus).

Why this matters for cloud service providers

The EU Data Act introduces obligations on data processing service providers. The headline changes are that it introduces new mandatory switching rights. It also adds transparency requirements and will prohibit switching charges from 12 January 2027.

Key obligations

Article 23 of the EU Data Act means that providers of data processing services must not impose (and must remove) any pre-commercial, commercial, technical, contractual and organisational obstacles which inhibit customers from:

• terminating a contract for data processing services after the maximum notice period and successful completion of the switching process;
• concluding new contracts with a different provider covering the same type of service;
• porting exportable data and digital assets to a different provider, or to an on-premise ICT infrastructure;
• achieving functional equivalence; or
• unbundling services.

There are some exceptions from certain provisions in chapter VI of the EU Data Act, for custom-built solutions (it is recommended that these are assessed on a case by case basis) and for non-production versions provided for testing and evaluation purposes and for a limited period of time.

Contractual obligations for data processors:

• Rights and obligations must be clearly set out in a written contract which must be made available to the customer before they sign (article 25(1)).
• The contract must include the following: (article 25(2))
  • The right to switch – the customer has the right to begin the switch after providing a maximum notice period of two months. Once the notice period has ended the customer has the right to switch to a different provider or migrate to an on-premise solution. Providers must ensure a transitional phase of no more than 30 calendar days starting after the end of the two months’ notice period. The contract must address service continuity obligations during the switching process, including that the provider must provide reasonable assistance to the customer and authorised service providers, act with due care to maintain business continuity, provide information about known risks to continuity, and ensure that a high level of security is maintained throughout the switching process. It is worth noting that thecustomer can extend the transitional period once for a period that it deems appropriate.
  • An obligation on the data service provider to support the customer’s exit strategy – including by providing all relevant information.
  • A clause specifying that the contract will be terminated and that the customer will be notified of termination on successful completion of the switching process, or at the end of the maximum notice period where the customer chooses to erase its exportable data and digital assets.
  • A maximum notice period of two months for initiating the switch.
  • An exhaustive specification of all categories of data and digital assets that can be ported (at a minimum all exportable data).
  • An exhaustive specification of all categories of data specific to the internal functioning of the service that are exempt from the exportable data where there is a risk of breach of trade secrets of the data processing service provider.
  • A minimum data retrieval period of at least 30 calendar days starting after the termination of the transitional period.
  • A clause guaranteeing that all exportable data and digital assets will be erased – after the expiry of the retrieval period or an alternative agreed period, provided that switching has been completed successfully.
  • Any switching charges – switching charges will be gradually phased out and from 12 January 2027 they will be prohibited. Prior to 12 January 2027, reduced switching charges may still be charged, provided they do not exceed the costs incurred by the data processing service provider directly linked to the switch. Data processing service providers may still be able to charge for things like multi-cloud deployment strategies (this is addressed in Recital 99), additional support needed by the customer outside the switching scope of the EU Data Act, standard service fees, and proportionate early termination penalties for ending fixed-term contracts early (provided that all such charges have been agreed in advance and that clear information has been provided to the customer). However, care should be taken to ensure that any proportionate early termination penalties are not characterised as switching charges. It is recommended that any such charges are assessed on a case-by-case basis.
  • A clause providing that the customer may notify the data processing service provider of its decision to switch to a different provider, switch to an on-premise ICT infrastructure, or to erase its exportable data and digital assets after the termination of the maximum notice period.

Information obligations:

• There are several information obligations on data processing service providers. Providers must give customers information on available procedures for switching and porting, including any limitations. They must provide reference to an up-to-date online register they host which sets out details of data structures, formats, relevant standards and open interoperability specifications in which exportable data are available (article 26).

Obligation of good faith:

• There is a requirement for all parties involved in the switching process to cooperate in good faith to ensure that the switching process is effective and to enable timely transfer of data whilst maintaining continuity of the data processing service (article 27).

Technical requirements:

• Technical requirements depend on the service provided:
  • IaaS providers must take all reasonable measures to help customers achieve functional equivalence.
  • SaaS and PaaS providers must provide open interfaces to customers and destination data processing service providers free of charge to facilitate the switching process. They must ensure compatibility with common specifications based on open interoperability specifications or harmonised standards for interoperability (at least 12 months after such common specifications are published in the central Union standards repository).

Standard contractual clauses

In November 2025, the EU Commission published modular standard contractual clauses (SCCs) for cloud computing and other data processing services contracts, which are ready-to-use contractual terms that can be inserted into data processing contracts. The SCCs cover switching and exit, termination, security and business continuity, non-dispersion, non-amendment and liability. They are voluntary, non-binding and open to users’ possible amendments. However, they do not constitute the entire agreement for data processing services that would apply between a customer and a provider, and additional rules and requirements may need to be considered.

Impact of the Digital Omnibus

Cloud service providers should keep up to date with changes that the Digital Omnibus may bring. The Digital Omnibus aims to streamline and consolidate existing (and sometimes overlapping) European digital legislation. The EU Commission published its draft Digital Omnibus Regulation Proposal in November 2025, which amongst other proposals contains amendments to the EU Data Act designed to enhance legal clarity, make compliance easier, and reduce administrative burden.

Examples of such changes include reducing the burden of the cloud-switching rules in chapter VI of the EU Data Act for providers of data processing services that are custom-made and for small and medium-sized enterprises and small mid-cap companies, where contracts were concluded before 12 September 2025.

Why act now?

The majority of obligations in the EU Data Act already apply, so cloud service providers should review their contracts now (if they have not done so already). Existing contracts are likely to be non-compliant and regulatory enforcement and customer scrutiny are expected to increase in 2026.

Practical steps to take

• Audit existing contracts: identify services in scope and check switching terms. Remove any barriers to switching.
• Assess pricing models and remove switching penalties.
• Revise contract templates to include new mandatory switching rights and time periods. Clarify early termination penalties. Consider using SCCs.
• Ensure upfront transparency, including on the data processing service provider’s website in relation to the switching process, fees, and early termination penalties.
• Prepare technically to ensure interoperability and secure migration processes.
• Train staff so they can address customer queries on the new rights.
• Monitor legislative changes and regulatory guidance. The EU Commission has  launched a legal helpdesk to help support compliance.

The EU Data Act is already reshaping the cloud services market. Switching rights are mandatory, not optional. Cloud service providers who act now will reduce risk and build trust with their customers.

Management buy-outs (MBOs) have become a well-established feature of the UK business landscape, allowing a management team – either existing or one specifically assembled – to acquire a business from its current owners.

While MBOs can present a strategic opportunity for management to gain control of a business and create strong incentives for performance, the process involves complex legal considerations that can significantly impact the success of the deal.

This article, the first in our MBO series, provides an overview of key legal aspects to consider when planning an MBO.

Structuring an MBO

In an MBO, the buyer is typically a newly incorporated company (newco), owned by the management team and any private equity investors. It will be the newco – rather than the individual managers – that acquires the target business. The newco will need tailored articles of association and, in most cases, a shareholders’ or investment agreement to regulate ownership rights and obligations of the managers and the newco.

Finance

The financing structure plays a critical role in MBOs. Management teams will rarely have sufficient personal resources to fund the acquisition. Usually, therefore, a significant portion of the purchase price will be financed either through private equity investment or using bank debt, possibly wrapped up with any cash balances in the target (which may be loaned to the buyer to enable it to pay the seller(s)). Sometimes, both debt and equity investment will be combined.

Various options exist and each raise their own considerations. Broadly, they are:

• Private equity investment
  • Determining how much equity outside investors will hold versus the management team will be a key factor.
  • Investors may hold different classes of shares with preferential rights (eg priority dividends, liquidation preferences).
  • Negotiations often cover control rights, veto powers, and exit strategies.

• Bank debt
  • Banks will typically require security over a newco’s assets and the target’s shares.
  • Cross-guarantees and personal contributions from managers are common.
  • Managers should expect to make full disclosure of personal financial positions.
  • Terms such as interest rates, repayment schedules, covenants and security must be negotiated carefully.

• Vendor support
  • Sellers may agree to a phased acquisition of the target which could involve the sellers taking a percentage of the shares in the newco, to be bought out by the management team later out of profits paid to them by way of dividend.
  • Alternatively, sellers may help bridge funding gaps via a ‘vendor loan note’, where part of the purchase price is left outstanding on completion (effectively, a form of IOU), the terms of which will be commercially agreed between the parties.

The financing structure will be highly transaction-specific, influenced by the objectives and bargaining positions of the parties.

Tax

Tax implications can significantly influence MBO deal structures. Early engagement with tax specialists will be essential to understand the tax liabilities, for both the company and management, and to identify potential strategies for minimising tax exposure.

Due diligence

The due diligence exercise will help to highlight areas of risk for a private equity provider, so that it can more accurately assess the attractiveness and terms of any potential investment. It is important to settle from the outset who will carry out due diligence, who will co-ordinate the exercise and what are each person’s responsibilities and reporting lines. There should be adequate communication between the due diligence team and those conducting negotiations with the seller(s).

Warranties and liability

A newco, particularly where it is backed by private equity, is likely to want warranties in the acquisition agreement on the state of the business that it is buying. The seller(s) will likely want to share the burden with management who will often be closer to the operation of the business. Management will need to carefully weigh how much warranty exposure they are willing to share and what caps can be negotiated to limit liability.

In this respect, MBOs increasingly feature warranty and indemnity (W&I) insurance to cover liabilities for warranty breaches, particularly in transactions where the newco would otherwise need to rely on individual members of the management team for recourse. This can help limit personal exposure for management while still providing comfort on the warranty package.

Conflicts

On an MBO, managers need to be aware of potential conflicts of interest that may arise if they are already directors of the target company and also directors of any newco acquisition vehicle; failure to manage this appropriately can result in personal liability.

Being involved in an MBO can be a time-consuming and stressful process and it is important that members of the MBO team do not ‘drop the ball’ in terms of performing their roles as directors of the target company. Even where managers are not already directors of the target, they should be mindful that they risk breaching the terms of their employment (and could face summary dismissal) if they try to embark on an MBO process without their employer’s consent.

Conclusion

MBOs can be an effective succession strategy and present significant opportunities for management teams. However, they can also raise complex legal considerations. Engaging experienced legal advisers throughout the process, from planning and due diligence to negotiations and post-transaction integration, is key to mitigating risks. By understanding and addressing the various legal challenges associated with MBOs, management teams can pave the way for a successful acquisition that positions the business for long-term, sustainable growth.

On 18 February 2026, the Supreme Court handed down its long‑awaited decision in CCC v Sheffield Teaching Hospitals NHS Foundation Trust, overturning a 40‑year‑old rule that had prevented injured children from recovering compensation for their ‘lost years’ – the working years they are unlikely to live because of negligent medical care.

This is a significant change in the law for the individuals, and their families, who have been affected by severe birth injuries, and addresses a perceived inconsistency in the way ‘lost years’ claims are addressed.

What are ‘lost years’ damages?

‘Lost years’ damages compensate someone for the earnings they would have received during the years of life lost due to negligence. Adults with shortened life expectancies have long been entitled to claim for these losses.

However, since the Court of Appeal decision in Croke v Wiseman (1982), children were barred from bringing such claims. The rationale for that decision was that the future career paths of children were too speculative and that they were unlikely to have dependants.

This resulted in a scenario where young adults could recover damages for ‘lost years’ but younger, severely injured child claimants could not.

What happened in the CCC case?

The case centred on a girl known as CCC, who suffered a catastrophic brain injury at birth due to admitted medical negligence. Her life expectancy was limited to around 29 years because of the injury she had sustained at birth. The experts for the parties agreed that, without the injury, she would likely have completed her education, entered employment, and worked until a retirement age of 68 years, and received a pension.

Whilst damages for loss of earnings up to age 29 were agreed, the first instance court, being bound by Croke v Wiseman, could not award compensation for the many working years she would never experience. The case was allowed to leapfrog to the Supreme Court to reconsider whether the law should change.

The Supreme Court’s decision

By a 4:1 majority, the Supreme Court held that children should not be treated differently from adults when claiming lost years damages, and it formally overturned Croke v Wiseman.

Key points from the ruling include:

• There is no principled basis for excluding children from lost years claims.
• The absence of dependants is irrelevant.
• Predicting future earnings is no more speculative for a child than it is for an adult with reduced life expectancy.
• The decision restores consistency with earlier House of Lords authorities on fair compensation.

The CCC case will now return to the High Court for assessment of CCC’s damages under this new legal framework.

What this means for families

1. Fairer and more comprehensive compensation

Children with life‑limiting injuries due to negligence can now receive compensation that genuinely reflects the financial impact of losing their working life. This may significantly increase the value of some claims.

2. Greater certainty for long-term care planning

Families caring for a severely injured child face lifelong emotional and financial pressures. This ruling provides clarity and a more just approach to securing future financial stability.

3. A long-awaited correction of an unfair rule

The decision removes an arbitrary barrier that prevented the most vulnerable claimants from being treated on the same footing as adults. It aligns the law with modern principles of fairness and consistency.

This ruling will have wide‑ranging implications for birth injury and paediatric negligence claims. If your child has suffered life‑limiting injuries due to medical negligence, they may now be entitled to significantly greater compensation than previously possible. Our specialist medical negligence team can guide you through the impact of this decision and ensure your child’s claim fully reflects their future financial needs.