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Rule 24: Interpretation

 

The Solicitors' Code of Conduct 2007 has been replaced on the 6 October 2011 by the SRA Code of Conduct 2011 as part of the introduction of outcomes-focused regulation.

Go to SRA Handbook

Rule 24 was amended on 1 October 2010 by the Solicitors' Code of Conduct and SRA Recognised Bodies Regulations (Miscellaneous) Amendment Rules 2010 to reflect various legislative changes.

Rule 24.01 was amended on 4 March 2008 by the Solicitors' Code of Conduct (CCBE States) Amendment Rule 2007 to update the definition of a CCBE state.

Rule 24 of the Code of Conduct was amended on 31 March 2009 as part of a general updating of the rules to introduce firm-based regulation and legal disciplinary practices as provided for in the Legal Services Act 2007.

 

Rule

24.01

In these rules, unless the context otherwise requires, all references to legislation include existing and future amendments to that legislation and:

approved regulator
means a body listed in paragraph 1 of Schedule 4 to the Legal Services Act 2007 (whether or not that paragraph has been brought into force), or designated as an approved regulator by an order under paragraph 17 of that Schedule, and reference to the Solicitors Regulation Authority as an approved regulator means the Solicitors Regulation Authority carrying out regulatory functions assigned to the Law Society as an approved regulator;
arrangement
in relation to financial services, fee sharing and the introduction of clients, means any express or tacit agreement between you and another person, whether contractually binding or not;
associated companies
means two companies which are subsidiary companies of the same holding company;
associated firms
means two or more partnerships with at least one partner in common; two or more companies without shares with at least one member in common; two or more LLPs with at least one member in common; two or more companies with shares with at least one owner in common, or any combination of these;
authorised non-SRA firm
means a sole practitioner, partnership, LLP or company authorised to practise by another approved regulator and not by the Solicitors Regulation Authority;
body corporate
means:
  • (a)

    a company;

  • (b)

    an LLP; or

  • (c)

    a partnership which is a legal person in its own right;

British Court martial
means the Summary Appeal Court, the Court Martial, the Court Martial Appeal Court or the Service Civilian Court;
CCBE
means the Council of the Bars and Law Societies of Europe;
CCBE Code
means the CBBE's Code of Conduct for European Lawyers;
CCBE state
means any state whose legal profession is a full member, an associate member or an observer member of the CCBE;
charity
has the same meaning as in section 96(1) of the Charities Act 1993;
claim for redress
in rule 20.05(3), has the same meaning as in section 158 of the Legal Services Act 2007;
client account
in rule 15 (Overseas practice), means an account at a bank or similar institution, subject to supervision by a public authority, which is used only for the purpose of holding client money and/or controlled trust money, and the title or designation of which indicates that the funds in the account belong to the client or clients of a solicitor or REL or are held subject to a trust;
(for the definition of "client account" in relation to practice from an office in England and Wales, see the Solicitors' Accounts Rules 1998);
client money
in rule 15 (Overseas practice), means money you receive or hold for or on behalf of a client or trust;
(for the definition of "client money" in relation to practice from an office in England and Wales, see the Solicitors' Accounts Rules 1998);
company
in rule 14 (Incorporated practiceRecognised bodies), means a company registered under Part IParts 1 and 2 of the Companies Act 19852006, or an overseas company incorporated in an Establishment Directive state and registered under section 690A or 691Part 34 of the Companies Act 19852006, or a societas Europaea;
contentious proceedings
is to be construed in accordance with the definition of "contentious business" in section 87 of the Solicitors Act 1974;
contingency fee
except in 9.01(4) to (6), means any sum (whether fixed, or calculated either as a percentage of the proceeds or otherwise) payable only in the event of success;
controlled trust
in rule 15 (Overseas practice), means a trust of which:
  • (a)

    you are the sole trustee; or

  • (b)

    you are co-trustee only with one of more of your, or your firm's, employees, partners; officers (in the case of a company, including a recognised body); or members (in the case of an LLP, including a recognised body); or

  • (c)

    you are co-trustee only with your firm (in the case of a partnership with a separate legal identity, a company or LLP, including a recognised body);

(for the definition of "controlled trust" in relation to practice from an office in England and Wales, see the Solicitors' Accounts Rules 1998);
controlled trust money
in rule 15 (Overseas practice), means money which is subject to a controlled trust of which you are a trustee;
(for the definition of "controlled trust" in relation to practice from an office in England and Wales, see the Solicitors' Accounts Rules 1998);
corporate firm
means a body corporate which carries on the practice of a solicitor or an REL but is not an in-house practice;
court
in rule 11 (Litigation and advocacy) means any court, tribunal or enquiry of England and Wales, or a British court martial, or any court of another jurisdiction;
director
means a director of a company, and includes the director of a recognised body which is a company; and in relation to a societas Europaea includes:
  • (a)

    in a two-tier system, a member of the management organ and a member of the supervisory organ; and

  • (b)

    in a one-tier system, a member of the administrative organ;

documents
in rule 20 (RequirementsRights and obligations of practice) includes documents, whether written or electronic, relating to the solicitor's client and office accounts;
eligible to be a member and eligible to be aor shareowner
in rule 14 (Incorporated practiceRecognised bodies), mean a person who falls within one of the following categories:
  • (a)

    a solicitor with a practising certificate;

  • (b)

    a registered European lawyer;

  • (c)

    a registered foreign lawyer;

  • (d)

    a non-registered European lawyer;

  • (d)

    a lawyer of an Establishment Directive profession (including the UK);

  • (e)

    a lawyer of England and Wales;

  • (f)

    an individual approved under regulation 3 of the Recognised Bodies Regulations as suitable to be a manager of a recognised body;

  • (g)

    a legally qualified body,

  • (e)

    a recognised body; or

  • (f)

    a European corporate practice;

and "ineligible" must be construed accordingly;
employee
except in rule 6 (Equality and diversity) includes, in the case of a solicitor or an RELan individual who is:
  • (a)

    a solicitor or REL who isemployed as a director of a company;

  • (b)

    a solicitor or REL who is engaged under a contract of service (for example, as an assistant solicitor) by a firm or its wholly owned service company; or

  • (c)

    a solicitor or REL who is engaged under a contract for services (for example, as a consultant or a locum), made between a firm or organisation and:

    • (i)

      that individual;

    • (ii)

      an employment agency; or

    • (iii)

      a company which is not held out to the public as providing legal services and is wholly owned and directed by that individual,

  • under which the firm or organisation has exclusive control over the individual's time for all or part of the individual's working week; or in relation to which the firm or organisation has designated the individual as a fee earner in accordance with arrangements between the firm or organisation and the Legal Services Commission pursuant to the Access to Justice Act 1999; and "employer" and "employment" must be construed accordingly;
Establishment Directive
means the Establishment of Lawyers Directive 98/5/EC;
Establishment Directive profession
means any profession listed in Article 1.2(a) of the Establishment Directive, including a solicitor, barrister or advocate of the UK;
Establishment Directive Regulations
means the European Communities (Lawyer's Practice) Regulations 2000 (SI 2000/1119);
Establishment Directive state
means a state to which the Establishment of Lawyers Directive 98/5/EC applies—currently all the states of the EU plus Iceland, Liechtenstein, Norway and Switzerland;
EU
means the European Union;
European corporate practice
means a lawyers' practice incorporated in or formed under the law of an Establishment Directive state, which does not have an office in England and Wales, and is either:
  • (a)

    a body corporate wholly owned (whether directly or indirectly) and directed by RELs and/or non-registered European lawyers, or by such persons together with solicitors with practising certificates, RFLs and/or barristers of England and Wales; or

  • (b)

    a lawyers' partnership with separate legal identity whose partners are all RELs and/or non-registered European lawyers, or such persons together with solicitors with practising certificates, RFLs and/or barristers of England and Wales.

European corporate practice

means a lawyers' practice which is a body incorporated in an Establishment Directive state, or a partnership with separate legal identity formed under the law of an Establishment Directive state:

  • (a)

    which has an office in an Establishment Directive state but does not have an office in England and Wales;

  • (b)

    whose ultimate beneficial owners include at least one individual who is not a lawyer of England and Wales but is, and is entitled to practise as, a lawyer of an Establishment Directive profession;

  • (c)

    whose managers include at least one such individual, or at least one body corporate whose managers include at least one such individual;

  • (d)

    75% of whose ultimate beneficial ownership is in the hands of individuals who are, and are entitled to practise as, lawyers of Establishment Directive professions, lawyers of England and Wales, and/or RFLs; and

  • (e)

    75% of whose managers comprise such individuals, and/or bodies corporate 75% of whose managers comprise such individuals;

European cross-border practice
has the meaning assigned by 16.01(1);
exempt European lawyer
means a member of an Establishment Directive profession:
  • (a)

    registered with the Bar Standards Board; or

  • (b)

    based entirely at an office or offices outside England and Wales,

who is not a lawyer of England and Wales (whether entitled to practise as such or not);
firm
means any business through which a solicitor or RELcarries on the practice of a solicitor or an REL, exceptother than in-house practice;
foreign lawyer
means a person who is not a solicitor or barrister of England and Wales, but who is a member, and entitled to practise as such, of a legal profession regulated within a jurisdiction outside England and Wales;
holding company
has the meaning assigned by the Companies Act 19852006;
immigration tribunal
means:
  • (a)

    the asylum support adjudicatorsAsylum Support Tribunal;

  • (b)

    the Asylum and Immigration Tribunal; and

  • (c)

    a tribunal hearing an appeal from (a) or (b);

in-house practice
means a solicitor's practice within 12.01(1)(e) or 12.01(2)(e), or an REL's practice within 12.02(1)(e) or 12.02(2)(e);:
  • (a)

    a solicitor's employment in England and Wales as a solicitor, or an REL's employment in England and Wales as a lawyer of an Establishment Directive state, by any business which is not:

    • (i)

      the business of a solicitor or an REL practising as a sole principal;

    • (ii)

      a recognised body; or

    • (iii)

      a partnership with at least one partner who is:

      • (A)

        a practising solicitor;

      • (B)

        an REL practising as such; or

      • (C)

        a recognised body; and

  • (b)

    a solicitor's employment outside England and Wales as a solicitor, or an REL's employment in Scotland or Northern Ireland as a lawyer of an Establishment Directive state, by any business which is not:

    • (i)

      the business of a lawyer practising as a sole principal;

    • (ii)

      a partnership of lawyers, or of lawyers together with other persons, within rule 12 (Framework of practice); or

    • (iii)

      a body corporate wholly owned, for the purpose of practising law, by lawyers, or by lawyers together with other persons, within rule 12 (Framework of practice);

lawyer
except in rule 12 (Framework of practice), means a member of one of the following professions, entitled to practise as such:
  • (a)

    the profession of solicitor, barrister or advocate of the UK;

  • (b)

    a profession whose members are authorised to practise by an approved regulator other than the Solicitors Regulation Authority;

  • (bc)

    a legal profession of an Establishment Directive stateprofession other than thea UK profession;

  • (cd)

    a legal profession which has been approved by the Solicitors Regulation Authority for the purpose of multi-national partnerships recognised bodies in England and Wales; or

  • (de)

    any other regulated legal profession which is recognised as such by the Solicitors Regulation Authority;

(for the definition of "lawyer" for the purpose of rule 12 (Framework of practice) see 12.05);
lawyer of an Establishment Directive state
means a member, and entitled to practise as such, of a legal profession which is covered by the Establishment of Lawyers Directive 98/5/EC, and includes a solicitor or a barrister of England and Wales;
lawyer of England and Wales
means a solicitor with a current practising certificate or an individual who is authorised to practise in England and Wales by an approved regulator other than the Solicitors Regulation Authority, but excludes a member of an Establishment Directive profession registered with the Bar Standards Board under the Establishment Directive;
legally qualified body
for the purposes of these rules and for the purposes of section 9A(6)(h) and (6C) of the Administration of Justice Act 1985 means a body which would meet the services requirement in 14.01(1) and is:
  • (a)

    a recognised body;

  • (b)

    an authorised non-SRA firm of which individuals who are, and are entitled to practise as, lawyers of England and Wales, lawyers of Establishment Directive professions or RFLs make up at least 75% of the ultimate beneficial ownership; or

  • (c)

    a European corporate practice;

LLP
means a limited liability partnership formed by being incorporated under the Limited Liability Partnerships Act 2000;
manager
means:
  • (a)

    a partner in a partnership;

  • (b)

    a member of an LLP; or

  • (c)

    a director of a company;

member
in relation to a recognised body, means:
  • (a)

    a person who has agreed to be a member of a company and whose name is entered in the company's register of members; or

  • (b)

    a member of an LLP;

MNP
means a multi-national partnership as defined in section 89(9) of the Courts and Legal Services Act 1990;
non-lawyer
means:
  • (a)

    an individual who is not a lawyer as defined in this rulepractising as such; or

  • (b)

    a body corporate which includes an individual who is not a lawyer as defined in this rule; or

  • (c)

    a partnership which includes as a partner an individual who is not a lawyer as defined in this rule;

     or partnership which is not:
    • (i)

      a recognised body;

    • (ii)

      an authorised non-SRA firm; or

    • (iii)

      a business, carrying on the practice of lawyers from an office or offices outside England and Wales, in which a controlling majority of the owners and managers are lawyers;

non-registered European lawyer
means a lawyer of an Establishment Directive state who is based at an office or offices outside England and Wales and who is not:
  • (a)

    a solicitor, REL or RFL; or

  • (b)

    a barrister of England and Wales, Northern Ireland or the Irish Republic, or a Scottish advocate;

notary public
means a duly certificated notary authorised to practise by the Master of Faculties;
officer
in relation to a company, means a director or the company secretary;
overseas
means in or of a jurisdiction other than England and Wales;
overseas practice
means:
  • (a)

    the practice of a solicitor or a recognised body from an office or offices outside England and Wales;and of:

    • (i)

      a solicitor;

    • (ii)

      a recognised body;

    • (iii)

      a manager of a recognised body who is a lawyer of England and Wales;

  • (b)

    the activities of an individual non-lawyer as a manager of a recognised body practising from an office outside England and Wales;

  • (c)

    the activities of a body corporate as a manager of a recognised body practising from an office outside England and Wales; and

  • (d)

    the practice of an REL from an office or offices in Scotland or Northern Ireland;

owner
in relation to a body corporate, means a person with any ownership interest in the body corporate;
partner
includes both an equity partner and a salaried partner in a partnershipmeans a person who is or is held out as a partner in an unincorporated firm;
partnership
means an unincorporated body falling within the definition of partnership in section 1 of the Partnership Act 1890, andmeans an unincorporated partnership, and includes any unincorporated firm in which persons are or are held out as partners, but does not include an LLP;
person
includes an individual, and a body corporate, or other legal person;
person qualified to direct reserved work
means an individual who is qualified under statute to do the relevant reserved work and who is:
  • (a)

    a fellow-manager; or

  • (b)

    the employer, a manager of the firm or a fellow-employee, if the person doing the work is not a manager;

practice
means:
  • (a)

    the activities of a solicitor, in that capacity;

  • (b)
    • (i)

      the activities of an REL in the capacity of lawyer of an Establishment Directive stateprofession, from an office or offices within the UK; or

    • (ii)

      the activities of a member of an Establishment Directive profession registered with the Bar Standards Board under the Establishment Directive, in that capacity, from an office or offices in the UK;

  • (c)

    the activities of an RFL from an office or offices in England and Wales as:

    • (i)

      a partner in an MNP;

    • (ii)

      a director of a recognised body which is a company; or

    • (iii)

      a member of a recognised body which is an LLP; and

  • (c)

    the activities of an RFL from an office or offices in England and Wales as:

    • (i)

      the employee of a recognised sole practitioner;

    • (ii)

      a manager, employee, member or owner of a recognised body or of an authorised non-SRA firm;

    • (iii)

      a manager, member or owner of a body corporate which is a manager, member or owner of a recognised body or of an authorised non-SRA firm;

  • (d)

    the activities of a recognised body;

  • (e)

    the activities of an individual non-lawyer:

    • (i)

      as a manager of a recognised body; or

    • (ii)

      employed in England and Wales by a recognised body or recognised sole practitioner;

  • (f)

    the activities of a body corporate as a manager of a recognised body;

  • (g)

    the activities of a lawyer of England and Wales, in that capacity; and

  • (h)

    the activities of an authorised non-SRA firm,

and "practise" and "practising" should be construed accordingly;
practice from an office
includes practice carried on:
  • (a)

    from an office at which you are based; or

  • (b)

    from an office of a firm in which you are a principal, director, member or ownerthe sole principal, or a manager, or in which you have an ownership interest, even if you are not based there;,

and "practising from an office in England and Wales", etc. should be construed accordingly;
practice through a body corporate
includes having an ownership interest in a body corporate orand being a director ofif the body is a company, even if you yourself undertake no work for the body's clients, of the body corporate; and "practising through a body corporatean authorised non-SRA firm" should be construed accordingly;
principal
means a sole practitioner or a partner in a partnership;
principal in a firm
means:
  • (a)

    a solicitor or recognised body practising either as a sole principal or as a partner;

  • (b)

    an REL practising in the UK either as a sole principal or as a partner; or

  • (c)

    an RFL practising from an office in England and Wales as a partner in an MNP;

providing a service through a separate business
means having any active involvement in a separate business which provides that service, and includes:
  • (a)

    any substantial ownership in the business;

  • (b)

    any direct control over the business, and any indirect control through another person such as a spouse; and

  • (c)

    any active participation in the business or the provision of its services to customers;

(being a non-executive director or providing services under rule 13 (In-house practice, etc.) or 15.13 (In-house practice overseas) does not, on its own, constitute active involvement);
publicity
includes all promotional material and activity, including the name or description of your firm, stationery, advertisements, brochures, websites, directory entries, media appearances, promotional press releases, and direct approaches to potential clients and other persons, whether conducted in person, in writing, or in electronic form, but does not include press releases prepared on behalf of a client;
Recognised Bodies Regulations
means the SRA Recognised Bodies Regulations 2009;
recognised body
means a body corporate (which can be a company or an LLP)partnership, company or LLP for the time being recognised by the Solicitors Regulation Authority under section 9 of the Administration of Justice Act 1985 and the Solicitors'Recognised Bodies Regulations 2007;
recognised sole practitioner
means a solicitor or REL authorised by the Solicitors Regulation Authority under section 1B of the Solicitors Act 1974 to practise as a sole practitioner;
register of European lawyers
means the register of European lawyers maintained by the Solicitors Regulation Authority under regulation 15 of the Establishment Directive Regulations;
register of foreign lawyers
means the register of foreign lawyers maintained by the Solicitors Regulation Authority under the Courts and Legal Services Act 1990;
REL (registered European lawyer)
means an individual registered with the Solicitors Regulation Authority under regulation 17 of the Establishment Directive Regulations;
REL-controlled recognised body
means a recognised body in which RELs, or RELs together with lawyers of England and Wales and/or European lawyers registered with the Bar Standards Board, constitute the national group of lawyers with the largest (or equal largest) share of control of the recognised body either as individual managers or by their share in the control of bodies which are managers, and for this purpose RELs and European lawyers registered with the Bar Standards Board belong to the national group of England and Wales;
register of European lawyers
means the register of European lawyers maintained by the Solicitors Regulation Authority under regulation 15 of the Establishment Directive Regulations;
reserved work
means the following activities:
  • (a)

    advocacy before a court or immigration tribunal;

  • (b)

    the conduct of proceedings in a court or immigration tribunal;

  • (c)

    the preparation of documents in proceedings before a court or immigration tribunal;

  • (d)

    the preparation of instruments and the lodging of documents relating to the transfer or charge of land, and the preparation of trust deeds disposing of capital, within paragraph 5 of Schedule 2 to the Legal Services Act 2007, and the preparation of any other instrument coming within sub-paragraph (1)(c) of that paragraph;

  • (e)

    the preparation of papers on which to found or oppose a grant of probate or a grant of letters of administration;

  • (f)

    the administration of oaths and statutory declarations;

  • (g)

    notarial activities within paragraph 7 of Schedule 2 to the Legal Services Act 2007;

RFL (registered foreign lawyer)
means an individual registered with the Solicitors Regulation Authority under section 89 of the Courts and Legal Services Act 1990;
register of foreign lawyers
means the register of foreign lawyers maintained by the Solicitors Regulation Authority under the Courts and Legal Services Act 1990;
right of audience and right to conduct litigation
are to be construed in accordance with Part II and section 119 of the Courts and Legal Services Act 1990;
separate business
means a business which does not carry on the practice of a solicitor, REL oris not arecognised body, a recognised sole practitioner, an authorised non-SRA firm or a firm within 12.01(2)(a)-(d) or 12.02(2)(a)-(d) but which offers a service or services that could properly be offered by a solicitor, REL or recognised body in the course of practice;
shareowner
means:
  • (a)

    a member of a recognised body which is a company with a share capital, who owns a share in the body; or

  • (b)

    a person who is not a member of a company with a share capital, but owns a share in the body, which is held by a member as nominee;

societas Europaea
means a European public limited liability company within the meaning of article 1 of Council Regulation 2157/2001/EC;
sole practitioner
means a solicitor or REL practising as a sole principal, and does not include a solicitor or REL practising in-house;
solicitor-controlled recognised body
means a recognised body in which lawyers of England and Wales constitute the national group of lawyers with the largest (or equal largest) share of control of the recognised body either as individual managers or by their share in the control of bodies which are managers;
Solicitors' Recognised Bodies Regulations
means the Solicitors' Recognised Bodies Regulations 2007;
subsidiary company
has the meaning assigned by the Companies Act 19852006;
UK
means United Kingdom; and
ultimate beneficial owners
in relation to a body means all those individuals who together beneficially own the body, whether:
  • (a)

    directly, as partners in a partnership, members of an LLP or shareholders in a company, or

  • (b)

    indirectly:

    • (i)

      as beneficial owners of shares held by nominees or trustees, or

    • (ii)

      by way of an ownership interest in one or more intermediate bodies corporate, or

    • (iii)

      by way of some combination of (i) and (ii) above;

    and "ultimate beneficial ownership" should be construed accordingly;

undertaking
in 10.05 and 15.10, means a statement made by you or your firm to someone who reasonably relies upon it, that you or your firm will do something or cause something to be done, or refrain from doing something. The undertaking can be given orally or in writing and need not include the words "undertake" or "undertaking".; and
voting rights
in a body includes the right to vote in a partners', members', directors' or shareholders' meeting or otherwise in relation to the body, and "control the exercise of voting rights" shall be interpreted as including de facto as well as legal control over such rights.
7/1/2007 12:00:00 AM

Rule 24: Interpretation

 

The Solicitors' Code of Conduct 2007 has been replaced on the 6 October 2011 by the SRA Code of Conduct 2011 as part of the introduction of outcomes-focused regulation.

Go to SRA Handbook

Rule 24 was amended on 1 October 2010 by the Solicitors' Code of Conduct and SRA Recognised Bodies Regulations (Miscellaneous) Amendment Rules 2010 to reflect various legislative changes.

Rule 24.01 was amended on 4 March 2008 by the Solicitors' Code of Conduct (CCBE States) Amendment Rule 2007 to update the definition of a CCBE state.

Rule 24 of the Code of Conduct was amended on 31 March 2009 as part of a general updating of the rules to introduce firm-based regulation and legal disciplinary practices as provided for in the Legal Services Act 2007.

 

Rule

24.01

In these rules, unless the context otherwise requires, all references to legislation include existing and future amendments to that legislation and:

approved regulator
means a body listed in paragraph 1 of Schedule 4 to the Legal Services Act 2007 (whether or not that paragraph has been brought into force), or designated as an approved regulator by an order under paragraph 17 of that Schedule, and reference to the Solicitors Regulation Authority as an approved regulator means the Solicitors Regulation Authority carrying out regulatory functions assigned to the Law Society as an approved regulator;
arrangement
in relation to financial services, fee sharing and the introduction of clients, means any express or tacit agreement between you and another person, whether contractually binding or not;
associated companies
means two companies which are subsidiary companies of the same holding company;
associated firms
means two or more partnerships with at least one partner in common; two or more companies without shares with at least one member in common; two or more LLPs with at least one member in common; two or more companies with shares with at least one owner in common, or any combination of these;
authorised non-SRA firm
means a sole practitioner, partnership, LLP or company authorised to practise by another approved regulator and not by the Solicitors Regulation Authority;
body corporate
means:
  • (a)

    a company;

  • (b)

    an LLP; or

  • (c)

    a partnership which is a legal person in its own right;

British Court martial
means the Summary Appeal Court, the Court Martial, the Court Martial Appeal Court or the Service Civilian Court;
CCBE
means the Council of the Bars and Law Societies of Europe;
CCBE Code
means the CBBE's Code of Conduct for European Lawyers;
CCBE state
means any state whose legal profession is a full member, an associate member or an observer member of the CCBE;
charity
has the same meaning as in section 96(1) of the Charities Act 1993;
claim for redress
in rule 20.05(3), has the same meaning as in section 158 of the Legal Services Act 2007;
client account
in rule 15 (Overseas practice), means an account at a bank or similar institution, subject to supervision by a public authority, which is used only for the purpose of holding client money and/or controlled trust money, and the title or designation of which indicates that the funds in the account belong to the client or clients of a solicitor or REL or are held subject to a trust;
(for the definition of "client account" in relation to practice from an office in England and Wales, see the Solicitors' Accounts Rules 1998);
client money
in rule 15 (Overseas practice), means money you receive or hold for or on behalf of a client or trust;
(for the definition of "client money" in relation to practice from an office in England and Wales, see the Solicitors' Accounts Rules 1998);
company
in rule 14 (Incorporated practiceRecognised bodies), means a company registered under Part IParts 1 and 2 of the Companies Act 19852006, or an overseas company incorporated in an Establishment Directive state and registered under section 690A or 691Part 34 of the Companies Act 19852006, or a societas Europaea;
contentious proceedings
is to be construed in accordance with the definition of "contentious business" in section 87 of the Solicitors Act 1974;
contingency fee
except in 9.01(4) to (6), means any sum (whether fixed, or calculated either as a percentage of the proceeds or otherwise) payable only in the event of success;
controlled trust
in rule 15 (Overseas practice), means a trust of which:
  • (a)

    you are the sole trustee; or

  • (b)

    you are co-trustee only with one of more of your, or your firm's, employees, partners; officers (in the case of a company, including a recognised body); or members (in the case of an LLP, including a recognised body); or

  • (c)

    you are co-trustee only with your firm (in the case of a partnership with a separate legal identity, a company or LLP, including a recognised body);

(for the definition of "controlled trust" in relation to practice from an office in England and Wales, see the Solicitors' Accounts Rules 1998);
controlled trust money
in rule 15 (Overseas practice), means money which is subject to a controlled trust of which you are a trustee;
(for the definition of "controlled trust" in relation to practice from an office in England and Wales, see the Solicitors' Accounts Rules 1998);
corporate firm
means a body corporate which carries on the practice of a solicitor or an REL but is not an in-house practice;
court
in rule 11 (Litigation and advocacy) means any court, tribunal or enquiry of England and Wales, or a British court martial, or any court of another jurisdiction;
director
means a director of a company, and includes the director of a recognised body which is a company; and in relation to a societas Europaea includes:
  • (a)

    in a two-tier system, a member of the management organ and a member of the supervisory organ; and

  • (b)

    in a one-tier system, a member of the administrative organ;

documents
in rule 20 (RequirementsRights and obligations of practice) includes documents, whether written or electronic, relating to the solicitor's client and office accounts;
eligible to be a member and eligible to be aor shareowner
in rule 14 (Incorporated practiceRecognised bodies), mean a person who falls within one of the following categories:
  • (a)

    a solicitor with a practising certificate;

  • (b)

    a registered European lawyer;

  • (c)

    a registered foreign lawyer;

  • (d)

    a non-registered European lawyer;

  • (d)

    a lawyer of an Establishment Directive profession (including the UK);

  • (e)

    a lawyer of England and Wales;

  • (f)

    an individual approved under regulation 3 of the Recognised Bodies Regulations as suitable to be a manager of a recognised body;

  • (g)

    a legally qualified body,

  • (e)

    a recognised body; or

  • (f)

    a European corporate practice;

and "ineligible" must be construed accordingly;
employee
except in rule 6 (Equality and diversity) includes, in the case of a solicitor or an RELan individual who is:
  • (a)

    a solicitor or REL who isemployed as a director of a company;

  • (b)

    a solicitor or REL who is engaged under a contract of service (for example, as an assistant solicitor) by a firm or its wholly owned service company; or

  • (c)

    a solicitor or REL who is engaged under a contract for services (for example, as a consultant or a locum), made between a firm or organisation and:

    • (i)

      that individual;

    • (ii)

      an employment agency; or

    • (iii)

      a company which is not held out to the public as providing legal services and is wholly owned and directed by that individual,

  • under which the firm or organisation has exclusive control over the individual's time for all or part of the individual's working week; or in relation to which the firm or organisation has designated the individual as a fee earner in accordance with arrangements between the firm or organisation and the Legal Services Commission pursuant to the Access to Justice Act 1999; and "employer" and "employment" must be construed accordingly;
Establishment Directive
means the Establishment of Lawyers Directive 98/5/EC;
Establishment Directive profession
means any profession listed in Article 1.2(a) of the Establishment Directive, including a solicitor, barrister or advocate of the UK;
Establishment Directive Regulations
means the European Communities (Lawyer's Practice) Regulations 2000 (SI 2000/1119);
Establishment Directive state
means a state to which the Establishment of Lawyers Directive 98/5/EC applies—currently all the states of the EU plus Iceland, Liechtenstein, Norway and Switzerland;
EU
means the European Union;
European corporate practice
means a lawyers' practice incorporated in or formed under the law of an Establishment Directive state, which does not have an office in England and Wales, and is either:
  • (a)

    a body corporate wholly owned (whether directly or indirectly) and directed by RELs and/or non-registered European lawyers, or by such persons together with solicitors with practising certificates, RFLs and/or barristers of England and Wales; or

  • (b)

    a lawyers' partnership with separate legal identity whose partners are all RELs and/or non-registered European lawyers, or such persons together with solicitors with practising certificates, RFLs and/or barristers of England and Wales.

European corporate practice

means a lawyers' practice which is a body incorporated in an Establishment Directive state, or a partnership with separate legal identity formed under the law of an Establishment Directive state:

  • (a)

    which has an office in an Establishment Directive state but does not have an office in England and Wales;

  • (b)

    whose ultimate beneficial owners include at least one individual who is not a lawyer of England and Wales but is, and is entitled to practise as, a lawyer of an Establishment Directive profession;

  • (c)

    whose managers include at least one such individual, or at least one body corporate whose managers include at least one such individual;

  • (d)

    75% of whose ultimate beneficial ownership is in the hands of individuals who are, and are entitled to practise as, lawyers of Establishment Directive professions, lawyers of England and Wales, and/or RFLs; and

  • (e)

    75% of whose managers comprise such individuals, and/or bodies corporate 75% of whose managers comprise such individuals;

European cross-border practice
has the meaning assigned by 16.01(1);
exempt European lawyer
means a member of an Establishment Directive profession:
  • (a)

    registered with the Bar Standards Board; or

  • (b)

    based entirely at an office or offices outside England and Wales,

who is not a lawyer of England and Wales (whether entitled to practise as such or not);
firm
means any business through which a solicitor or RELcarries on the practice of a solicitor or an REL, exceptother than in-house practice;
foreign lawyer
means a person who is not a solicitor or barrister of England and Wales, but who is a member, and entitled to practise as such, of a legal profession regulated within a jurisdiction outside England and Wales;
holding company
has the meaning assigned by the Companies Act 19852006;
immigration tribunal
means:
  • (a)

    the asylum support adjudicatorsAsylum Support Tribunal;

  • (b)

    the Asylum and Immigration Tribunal; and

  • (c)

    a tribunal hearing an appeal from (a) or (b);

in-house practice
means a solicitor's practice within 12.01(1)(e) or 12.01(2)(e), or an REL's practice within 12.02(1)(e) or 12.02(2)(e);:
  • (a)

    a solicitor's employment in England and Wales as a solicitor, or an REL's employment in England and Wales as a lawyer of an Establishment Directive state, by any business which is not:

    • (i)

      the business of a solicitor or an REL practising as a sole principal;

    • (ii)

      a recognised body; or

    • (iii)

      a partnership with at least one partner who is:

      • (A)

        a practising solicitor;

      • (B)

        an REL practising as such; or

      • (C)

        a recognised body; and

  • (b)

    a solicitor's employment outside England and Wales as a solicitor, or an REL's employment in Scotland or Northern Ireland as a lawyer of an Establishment Directive state, by any business which is not:

    • (i)

      the business of a lawyer practising as a sole principal;

    • (ii)

      a partnership of lawyers, or of lawyers together with other persons, within rule 12 (Framework of practice); or

    • (iii)

      a body corporate wholly owned, for the purpose of practising law, by lawyers, or by lawyers together with other persons, within rule 12 (Framework of practice);

lawyer
except in rule 12 (Framework of practice), means a member of one of the following professions, entitled to practise as such:
  • (a)

    the profession of solicitor, barrister or advocate of the UK;

  • (b)

    a profession whose members are authorised to practise by an approved regulator other than the Solicitors Regulation Authority;

  • (bc)

    a legal profession of an Establishment Directive stateprofession other than thea UK profession;

  • (cd)

    a legal profession which has been approved by the Solicitors Regulation Authority for the purpose of multi-national partnerships recognised bodies in England and Wales; or

  • (de)

    any other regulated legal profession which is recognised as such by the Solicitors Regulation Authority;

(for the definition of "lawyer" for the purpose of rule 12 (Framework of practice) see 12.05);
lawyer of an Establishment Directive state
means a member, and entitled to practise as such, of a legal profession which is covered by the Establishment of Lawyers Directive 98/5/EC, and includes a solicitor or a barrister of England and Wales;
lawyer of England and Wales
means a solicitor with a current practising certificate or an individual who is authorised to practise in England and Wales by an approved regulator other than the Solicitors Regulation Authority, but excludes a member of an Establishment Directive profession registered with the Bar Standards Board under the Establishment Directive;
legally qualified body
for the purposes of these rules and for the purposes of section 9A(6)(h) and (6C) of the Administration of Justice Act 1985 means a body which would meet the services requirement in 14.01(1) and is:
  • (a)

    a recognised body;

  • (b)

    an authorised non-SRA firm of which individuals who are, and are entitled to practise as, lawyers of England and Wales, lawyers of Establishment Directive professions or RFLs make up at least 75% of the ultimate beneficial ownership; or

  • (c)

    a European corporate practice;

LLP
means a limited liability partnership formed by being incorporated under the Limited Liability Partnerships Act 2000;
manager
means:
  • (a)

    a partner in a partnership;

  • (b)

    a member of an LLP; or

  • (c)

    a director of a company;

member
in relation to a recognised body, means:
  • (a)

    a person who has agreed to be a member of a company and whose name is entered in the company's register of members; or

  • (b)

    a member of an LLP;

MNP
means a multi-national partnership as defined in section 89(9) of the Courts and Legal Services Act 1990;
non-lawyer
means:
  • (a)

    an individual who is not a lawyer as defined in this rulepractising as such; or

  • (b)

    a body corporate which includes an individual who is not a lawyer as defined in this rule; or

  • (c)

    a partnership which includes as a partner an individual who is not a lawyer as defined in this rule;

     or partnership which is not:
    • (i)

      a recognised body;

    • (ii)

      an authorised non-SRA firm; or

    • (iii)

      a business, carrying on the practice of lawyers from an office or offices outside England and Wales, in which a controlling majority of the owners and managers are lawyers;

non-registered European lawyer
means a lawyer of an Establishment Directive state who is based at an office or offices outside England and Wales and who is not:
  • (a)

    a solicitor, REL or RFL; or

  • (b)

    a barrister of England and Wales, Northern Ireland or the Irish Republic, or a Scottish advocate;

notary public
means a duly certificated notary authorised to practise by the Master of Faculties;
officer
in relation to a company, means a director or the company secretary;
overseas
means in or of a jurisdiction other than England and Wales;
overseas practice
means:
  • (a)

    the practice of a solicitor or a recognised body from an office or offices outside England and Wales;and of:

    • (i)

      a solicitor;

    • (ii)

      a recognised body;

    • (iii)

      a manager of a recognised body who is a lawyer of England and Wales;

  • (b)

    the activities of an individual non-lawyer as a manager of a recognised body practising from an office outside England and Wales;

  • (c)

    the activities of a body corporate as a manager of a recognised body practising from an office outside England and Wales; and

  • (d)

    the practice of an REL from an office or offices in Scotland or Northern Ireland;

owner
in relation to a body corporate, means a person with any ownership interest in the body corporate;
partner
includes both an equity partner and a salaried partner in a partnershipmeans a person who is or is held out as a partner in an unincorporated firm;
partnership
means an unincorporated body falling within the definition of partnership in section 1 of the Partnership Act 1890, andmeans an unincorporated partnership, and includes any unincorporated firm in which persons are or are held out as partners, but does not include an LLP;
person
includes an individual, and a body corporate, or other legal person;
person qualified to direct reserved work
means an individual who is qualified under statute to do the relevant reserved work and who is:
  • (a)

    a fellow-manager; or

  • (b)

    the employer, a manager of the firm or a fellow-employee, if the person doing the work is not a manager;

practice
means:
  • (a)

    the activities of a solicitor, in that capacity;

  • (b)
    • (i)

      the activities of an REL in the capacity of lawyer of an Establishment Directive stateprofession, from an office or offices within the UK; or

    • (ii)

      the activities of a member of an Establishment Directive profession registered with the Bar Standards Board under the Establishment Directive, in that capacity, from an office or offices in the UK;

  • (c)

    the activities of an RFL from an office or offices in England and Wales as:

    • (i)

      a partner in an MNP;

    • (ii)

      a director of a recognised body which is a company; or

    • (iii)

      a member of a recognised body which is an LLP; and

  • (c)

    the activities of an RFL from an office or offices in England and Wales as:

    • (i)

      the employee of a recognised sole practitioner;

    • (ii)

      a manager, employee, member or owner of a recognised body or of an authorised non-SRA firm;

    • (iii)

      a manager, member or owner of a body corporate which is a manager, member or owner of a recognised body or of an authorised non-SRA firm;

  • (d)

    the activities of a recognised body;

  • (e)

    the activities of an individual non-lawyer:

    • (i)

      as a manager of a recognised body; or

    • (ii)

      employed in England and Wales by a recognised body or recognised sole practitioner;

  • (f)

    the activities of a body corporate as a manager of a recognised body;

  • (g)

    the activities of a lawyer of England and Wales, in that capacity; and

  • (h)

    the activities of an authorised non-SRA firm,

and "practise" and "practising" should be construed accordingly;
practice from an office
includes practice carried on:
  • (a)

    from an office at which you are based; or

  • (b)

    from an office of a firm in which you are a principal, director, member or ownerthe sole principal, or a manager, or in which you have an ownership interest, even if you are not based there;,

and "practising from an office in England and Wales", etc. should be construed accordingly;
practice through a body corporate
includes having an ownership interest in a body corporate orand being a director ofif the body is a company, even if you yourself undertake no work for the body's clients, of the body corporate; and "practising through a body corporatean authorised non-SRA firm" should be construed accordingly;
principal
means a sole practitioner or a partner in a partnership;
principal in a firm
means:
  • (a)

    a solicitor or recognised body practising either as a sole principal or as a partner;

  • (b)

    an REL practising in the UK either as a sole principal or as a partner; or

  • (c)

    an RFL practising from an office in England and Wales as a partner in an MNP;

providing a service through a separate business
means having any active involvement in a separate business which provides that service, and includes:
  • (a)

    any substantial ownership in the business;

  • (b)

    any direct control over the business, and any indirect control through another person such as a spouse; and

  • (c)

    any active participation in the business or the provision of its services to customers;

(being a non-executive director or providing services under rule 13 (In-house practice, etc.) or 15.13 (In-house practice overseas) does not, on its own, constitute active involvement);
publicity
includes all promotional material and activity, including the name or description of your firm, stationery, advertisements, brochures, websites, directory entries, media appearances, promotional press releases, and direct approaches to potential clients and other persons, whether conducted in person, in writing, or in electronic form, but does not include press releases prepared on behalf of a client;
Recognised Bodies Regulations
means the SRA Recognised Bodies Regulations 2009;
recognised body
means a body corporate (which can be a company or an LLP)partnership, company or LLP for the time being recognised by the Solicitors Regulation Authority under section 9 of the Administration of Justice Act 1985 and the Solicitors'Recognised Bodies Regulations 2007;
recognised sole practitioner
means a solicitor or REL authorised by the Solicitors Regulation Authority under section 1B of the Solicitors Act 1974 to practise as a sole practitioner;
register of European lawyers
means the register of European lawyers maintained by the Solicitors Regulation Authority under regulation 15 of the Establishment Directive Regulations;
register of foreign lawyers
means the register of foreign lawyers maintained by the Solicitors Regulation Authority under the Courts and Legal Services Act 1990;
REL (registered European lawyer)
means an individual registered with the Solicitors Regulation Authority under regulation 17 of the Establishment Directive Regulations;
REL-controlled recognised body
means a recognised body in which RELs, or RELs together with lawyers of England and Wales and/or European lawyers registered with the Bar Standards Board, constitute the national group of lawyers with the largest (or equal largest) share of control of the recognised body either as individual managers or by their share in the control of bodies which are managers, and for this purpose RELs and European lawyers registered with the Bar Standards Board belong to the national group of England and Wales;
register of European lawyers
means the register of European lawyers maintained by the Solicitors Regulation Authority under regulation 15 of the Establishment Directive Regulations;
reserved work
means the following activities:
  • (a)

    advocacy before a court or immigration tribunal;

  • (b)

    the conduct of proceedings in a court or immigration tribunal;

  • (c)

    the preparation of documents in proceedings before a court or immigration tribunal;

  • (d)

    the preparation of instruments and the lodging of documents relating to the transfer or charge of land, and the preparation of trust deeds disposing of capital, within paragraph 5 of Schedule 2 to the Legal Services Act 2007, and the preparation of any other instrument coming within sub-paragraph (1)(c) of that paragraph;

  • (e)

    the preparation of papers on which to found or oppose a grant of probate or a grant of letters of administration;

  • (f)

    the administration of oaths and statutory declarations;

  • (g)

    notarial activities within paragraph 7 of Schedule 2 to the Legal Services Act 2007;

RFL (registered foreign lawyer)
means an individual registered with the Solicitors Regulation Authority under section 89 of the Courts and Legal Services Act 1990;
register of foreign lawyers
means the register of foreign lawyers maintained by the Solicitors Regulation Authority under the Courts and Legal Services Act 1990;
right of audience and right to conduct litigation
are to be construed in accordance with Part II and section 119 of the Courts and Legal Services Act 1990;
separate business
means a business which does not carry on the practice of a solicitor, REL oris not arecognised body, a recognised sole practitioner, an authorised non-SRA firm or a firm within 12.01(2)(a)-(d) or 12.02(2)(a)-(d) but which offers a service or services that could properly be offered by a solicitor, REL or recognised body in the course of practice;
shareowner
means:
  • (a)

    a member of a recognised body which is a company with a share capital, who owns a share in the body; or

  • (b)

    a person who is not a member of a company with a share capital, but owns a share in the body, which is held by a member as nominee;

societas Europaea
means a European public limited liability company within the meaning of article 1 of Council Regulation 2157/2001/EC;
sole practitioner
means a solicitor or REL practising as a sole principal, and does not include a solicitor or REL practising in-house;
solicitor-controlled recognised body
means a recognised body in which lawyers of England and Wales constitute the national group of lawyers with the largest (or equal largest) share of control of the recognised body either as individual managers or by their share in the control of bodies which are managers;
Solicitors' Recognised Bodies Regulations
means the Solicitors' Recognised Bodies Regulations 2007;
subsidiary company
has the meaning assigned by the Companies Act 19852006;
UK
means United Kingdom; and
ultimate beneficial owners
in relation to a body means all those individuals who together beneficially own the body, whether:
  • (a)

    directly, as partners in a partnership, members of an LLP or shareholders in a company, or

  • (b)

    indirectly:

    • (i)

      as beneficial owners of shares held by nominees or trustees, or

    • (ii)

      by way of an ownership interest in one or more intermediate bodies corporate, or

    • (iii)

      by way of some combination of (i) and (ii) above;

    and "ultimate beneficial ownership" should be construed accordingly;

undertaking
in 10.05 and 15.10, means a statement made by you or your firm to someone who reasonably relies upon it, that you or your firm will do something or cause something to be done, or refrain from doing something. The undertaking can be given orally or in writing and need not include the words "undertake" or "undertaking".; and
voting rights
in a body includes the right to vote in a partners', members', directors' or shareholders' meeting or otherwise in relation to the body, and "control the exercise of voting rights" shall be interpreted as including de facto as well as legal control over such rights.
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