Accurate
Country-specific legal content
Drafted with legal expertise for each jurisdiction, far more thorough than AI-generated drafts that copy generic clauses across borders.
PropertyUnited Kingdom
Free Pre-Emption Agreement for Land — Right of First Refusal (UK)
A UK Pre-Emption Agreement gives the Grantee a right of FIRST REFUSAL over land — if and when the Grantor decides to sell, the Grantor must first offer it to the Grantee. Our free England and Wales template covers the Pritchard v Briggs [1980] Ch 338 leading authority, the LRA 2002 s.115 statutory reform for registered land, the trigger notice and acceptance mechanism, and the four price determination methods used in UK practice.
Free to useInstant PDFNo account required
PDF (free) + editable Word (.docx) with Expert
PRE-EMPTION AGREEMENT (RIGHT OF FIRST REFUSAL) — DEED
Common Law · LP(MP)A 1989 S.2 · LRA 2002 S.115 (Post-2003 Registered Land) · LURA 2023 S.225 Awareness
GRANTOR (LANDOWNER)
Quentin Edward Marchant
The Old Vicarage, Church Lane, Upper Wycombe, Buckinghamshire HP14 3RP
GRANTEE (PRE-EMPTION HOLDER)
Lavinia Helen Marchant
The Coach House, Church Lane, Upper Wycombe, Buckinghamshire HP14 3RP
The Coach House Paddock — 1.2 hectares of pasture land lying to the south of The Coach House, Church Lane, Upper Wycombe, Buckinghamshire HP14 3RP
Freehold · Title: BM937412 · Pre-emption period: 20 years · 18 June 2026
THIS PRE-EMPTION AGREEMENT is made on 18 June 2026 between:
(1) Quentin Edward Marchant of The Old Vicarage, Church Lane, Upper Wycombe, Buckinghamshire HP14 3RP (the "Grantor"); and
(2) Lavinia Helen Marchant of The Coach House, Church Lane, Upper Wycombe, Buckinghamshire HP14 3RP (the "Grantee").
WHEREAS the Grantor is the registered proprietor of the freehold land known as The Coach House Paddock — 1.2 hectares of pasture land lying to the south of The Coach House, Church Lane, Upper Wycombe, Buckinghamshire HP14 3RP registered at HM Land Registry under title number BM937412 (the "Property"); and the Grantor is willing to grant to the Grantee a right of pre-emption (first refusal) over the Property on the terms set out below;
AND WHEREAS the Grantee wishes to take the pre-emption right and the parties have agreed the terms;
NOW THIS DEED WITNESSES as follows.
This Agreement complies with Law of Property (Miscellaneous Provisions) Act 1989 s.2 (writing + all terms + signatures). It is executed as a deed under LP(MP)A 1989 s.1; limitation period 12 years (Limitation Act 1980 s.8).
For the avoidance of doubt: this Agreement creates a RIGHT OF PRE-EMPTION (contingent on the Grantor's decision to sell), NOT an OPTION (an absolute right to purchase). The distinction is settled by the Court of Appeal in Pritchard v Briggs [1980] Ch 338 (see Clause 7 below).
(1) Quentin Edward Marchant of The Old Vicarage, Church Lane, Upper Wycombe, Buckinghamshire HP14 3RP (the "Grantor"); and
(2) Lavinia Helen Marchant of The Coach House, Church Lane, Upper Wycombe, Buckinghamshire HP14 3RP (the "Grantee").
WHEREAS the Grantor is the registered proprietor of the freehold land known as The Coach House Paddock — 1.2 hectares of pasture land lying to the south of The Coach House, Church Lane, Upper Wycombe, Buckinghamshire HP14 3RP registered at HM Land Registry under title number BM937412 (the "Property"); and the Grantor is willing to grant to the Grantee a right of pre-emption (first refusal) over the Property on the terms set out below;
AND WHEREAS the Grantee wishes to take the pre-emption right and the parties have agreed the terms;
NOW THIS DEED WITNESSES as follows.
This Agreement complies with Law of Property (Miscellaneous Provisions) Act 1989 s.2 (writing + all terms + signatures). It is executed as a deed under LP(MP)A 1989 s.1; limitation period 12 years (Limitation Act 1980 s.8).
For the avoidance of doubt: this Agreement creates a RIGHT OF PRE-EMPTION (contingent on the Grantor's decision to sell), NOT an OPTION (an absolute right to purchase). The distinction is settled by the Court of Appeal in Pritchard v Briggs [1980] Ch 338 (see Clause 7 below).
1.
GRANT OF PRE-EMPTION
1.1 Grant. The Grantor hereby grants to the Grantee a right of FIRST REFUSAL over the Property on the occurrence of a Trigger Event (clause 2) for the duration of the Pre-Emption Period (clause 1.3).
1.2 Nature of the right. This is a right of pre-emption — a CONTINGENT right activated only when the Grantor decides to sell. The Grantor retains full ownership and use of the Property during the Pre-Emption Period and is not obliged to sell. Pre-emption differs from an option: the Grantor remains in control of the sale decision.
1.3 Pre-Emption Period. The Pre-Emption Period commences on the date of this Agreement (18 June 2026) and ends on the date 20 years after that date.
1.2 Nature of the right. This is a right of pre-emption — a CONTINGENT right activated only when the Grantor decides to sell. The Grantor retains full ownership and use of the Property during the Pre-Emption Period and is not obliged to sell. Pre-emption differs from an option: the Grantor remains in control of the sale decision.
1.3 Pre-Emption Period. The Pre-Emption Period commences on the date of this Agreement (18 June 2026) and ends on the date 20 years after that date.
2.
TRIGGER EVENT
2.1 Definition. A Trigger Event occurs on EITHER an intention to sell OR receipt of a bona fide third-party offer (combined trigger — whichever occurs first). Once a Trigger Event has occurred during the Pre-Emption Period, the Grantor must serve a Trigger Notice on the Grantee (clause 3).
2.2 What is NOT a Trigger Event. Informal exploratory market enquiries (estate agent valuations; "for sale" listings without an asking price; speculative third-party approaches not formalised in writing) do NOT constitute a Trigger Event. The Trigger Event requires a definite intention to sell or a bona fide written offer.
2.3 Excluded transactions. The following are NOT Trigger Events and do not engage the pre-emption: (a) transfer between joint owners; (b) transfer by way of gift to a family member; (c) transfer pursuant to a court order (matrimonial / probate); (d) intra-group transfer between companies under common control; (e) transfer to a trust of which the Grantor or a family member is a beneficiary.
2.2 What is NOT a Trigger Event. Informal exploratory market enquiries (estate agent valuations; "for sale" listings without an asking price; speculative third-party approaches not formalised in writing) do NOT constitute a Trigger Event. The Trigger Event requires a definite intention to sell or a bona fide written offer.
2.3 Excluded transactions. The following are NOT Trigger Events and do not engage the pre-emption: (a) transfer between joint owners; (b) transfer by way of gift to a family member; (c) transfer pursuant to a court order (matrimonial / probate); (d) intra-group transfer between companies under common control; (e) transfer to a trust of which the Grantor or a family member is a beneficiary.
3.
TRIGGER NOTICE AND ACCEPTANCE
3.1 Trigger Notice. Within 14 days of a Trigger Event, the Grantor shall serve on the Grantee a written notice (the "Trigger Notice") stating: (a) that a Trigger Event has occurred; (b) the proposed sale price or the basis on which the price is to be determined (per clause 4); (c) where the trigger is a third-party offer, the identity of the third party and details of the offer (subject to confidentiality); and (d) the acceptance deadline (per clause 3.3).
3.2 Service. The Trigger Notice shall be served BY RECORDED DELIVERY POST to the recipient at the address specified above (deemed received on second working day after posting).
3.3 Acceptance Window. The Grantee shall have 60 days from deemed receipt of the Trigger Notice within which to accept or decline. Time is of the essence.
3.4 Acceptance. The Grantee accepts by serving a counter-notice (the "Acceptance Notice") on the Grantor stating: (a) acceptance of the pre-emption; (b) confirmation of the price (per clause 4); and (c) proposed completion date (within 30 working days of Acceptance Notice).
3.5 Decline / Lapse. If the Grantee declines, or fails to serve an Acceptance Notice within the Acceptance Window, the pre-emption is exhausted in respect of that Trigger Event. The Grantor may then sell the Property to a third party on terms not more favourable to the buyer than those offered to the Grantee, within 12 months of the deadline. If the Grantor does not sell within 12 months, the pre-emption is re-engaged for any subsequent Trigger Event.
3.2 Service. The Trigger Notice shall be served BY RECORDED DELIVERY POST to the recipient at the address specified above (deemed received on second working day after posting).
3.3 Acceptance Window. The Grantee shall have 60 days from deemed receipt of the Trigger Notice within which to accept or decline. Time is of the essence.
3.4 Acceptance. The Grantee accepts by serving a counter-notice (the "Acceptance Notice") on the Grantor stating: (a) acceptance of the pre-emption; (b) confirmation of the price (per clause 4); and (c) proposed completion date (within 30 working days of Acceptance Notice).
3.5 Decline / Lapse. If the Grantee declines, or fails to serve an Acceptance Notice within the Acceptance Window, the pre-emption is exhausted in respect of that Trigger Event. The Grantor may then sell the Property to a third party on terms not more favourable to the buyer than those offered to the Grantee, within 12 months of the deadline. If the Grantor does not sell within 12 months, the pre-emption is re-engaged for any subsequent Trigger Event.
4.
PRICE DETERMINATION
4.1 Method. The price at which the Grantee may purchase the Property under the pre-emption is determined by MATCHED THIRD-PARTY OFFER — the Grantee may purchase at the same price and on the same terms as the third party.
4.2 Matched offer. The Grantor shall provide the Grantee with documentary evidence of the third-party offer (subject to confidentiality redactions). The Grantee may accept at the same price and on the same terms.
4.2 Matched offer. The Grantor shall provide the Grantee with documentary evidence of the third-party offer (subject to confidentiality redactions). The Grantee may accept at the same price and on the same terms.
5.
COMPLETION
5.1 Date. Completion shall take place on the date specified in the Acceptance Notice (within 30 working days of service).
5.2 Form of transfer. Completion shall be by execution of Form TR1 (Transfer of Whole of Registered Title) under HM Land Registry rules. Full title guarantee under LP(MP)A 1994 s.2.
5.3 SDLT. The Grantee is responsible for any SDLT (or LTT in Wales); SDLT1 return due within 14 days of effective date (FA 2003 s.76 / FA 2019).
5.2 Form of transfer. Completion shall be by execution of Form TR1 (Transfer of Whole of Registered Title) under HM Land Registry rules. Full title guarantee under LP(MP)A 1994 s.2.
5.3 SDLT. The Grantee is responsible for any SDLT (or LTT in Wales); SDLT1 return due within 14 days of effective date (FA 2003 s.76 / FA 2019).
6.
PRE-EMPTION VS OPTION — PRITCHARD V BRIGGS
For the avoidance of doubt, this Agreement creates a RIGHT OF PRE-EMPTION — a CONTINGENT right activated only by the Grantor's decision to sell. It does NOT create an option (an absolute right exercisable by the Grantee at any time).
The leading authority is Pritchard v Briggs [1980] Ch 338. The Court of Appeal held: a right of pre-emption does NOT, at the time of grant, create an immediate equitable interest in the burdened land; pre-emption gives the Grantee NO immediate right to call for a conveyance; an equitable interest crystallises only when the Grantor manifests an intention to sell. Within the framework of LRA 2002 s.115 (for registered land post-13 October 2003), pre-emption is statutorily recognised as a binding interest from creation — but the underlying contractual nature remains contingent (see Clause 7).
The leading authority is Pritchard v Briggs [1980] Ch 338. The Court of Appeal held: a right of pre-emption does NOT, at the time of grant, create an immediate equitable interest in the burdened land; pre-emption gives the Grantee NO immediate right to call for a conveyance; an equitable interest crystallises only when the Grantor manifests an intention to sell. Within the framework of LRA 2002 s.115 (for registered land post-13 October 2003), pre-emption is statutorily recognised as a binding interest from creation — but the underlying contractual nature remains contingent (see Clause 7).
7. PRITCHARD v BRIGGS + LRA 2002 s.115 STATUTORY REFORM.
(A) THE LEADING AUTHORITY — PRITCHARD v BRIGGS [1980] Ch 338. The Court of Appeal in Pritchard v Briggs comprehensively analysed the nature of pre-emption rights. The conveyance in that case provided that, for so long as the vendors and the purchaser of a hotel both lived, the vendors would not sell adjoining retained land without first giving the purchaser an option to purchase. The Court of Appeal held:
(i) A right of pre-emption does NOT, at the time of grant, confer on the Grantee a present or contingent interest in the burdened land;
(ii) Pre-emption gives the Grantee NO immediate right to call for a conveyance — the Grantor remains free to enjoy the land without obligation;
(iii) An equitable interest CRYSTALLISES only when the Grantor manifests an intention to sell — at that point the pre-emption converts into a right enforceable in equity;
(iv) A subsequent option to purchase granted to a third party (after the pre-emption) may take priority over the unprotected pre-emption because the option creates an immediate equitable interest while the pre-emption is only contingent.
(B) LRA 2002 s.115 — STATUTORY REFORM (post-13 October 2003 registered land). Section 115 of the Land Registration Act 2002 partially reformed Pritchard v Briggs for REGISTERED land. The section provides:
"A right of pre-emption in relation to registered land has effect from the time of creation as an interest capable of binding successors in title (subject to the rules about the effect of dispositions on priority)."
For pre-emption rights created on or after 13 October 2003 (the LRA 2002 commencement date) over registered land:
(i) The pre-emption has proprietary effect from CREATION (not only on the Grantor's decision to sell);
(ii) The pre-emption is capable of binding successors in title to the Grantor;
(iii) Priority against subsequent registered dispositions still depends on the rules in LRA 2002 ss.29-30 — the Grantee should lodge a Notice on the register (Form UN1 / AN1) to preserve priority.
(C) STATUS OF THIS AGREEMENT. This Pre-Emption Agreement was made on 18 June 2026 — AFTER the 13 October 2003 LRA 2002 commencement; the pre-emption therefore benefits from LRA 2002 s.115 proprietary effect from creation over the registered Property at title BM937412.
(D) PRIORITY PROTECTION. Notwithstanding the LRA 2002 s.115 reform, the Grantee should still lodge a Notice on the proprietorship register of the Property under LRA 2002 s.32-39 to ensure priority against subsequent registered dispositions for valuable consideration (Form UN1 or AN1 — see clause 10).
Pritchard / s.115 narrative:
This Pre-Emption Agreement is a typical family-land arrangement: Quentin (the Grantor and elder brother) is the registered proprietor of the Paddock at BM937412; Lavinia (the Grantee and younger sister) owns the adjoining Coach House. The siblings wish to keep the Paddock within the family but the Grantor wants flexibility to sell if his circumstances change. The pre-emption gives Lavinia first refusal — but the Grantor remains in control of the decision to sell. Pritchard v Briggs [1980] Ch 338 applies: at common law, this would be a contingent right with no immediate equitable interest. LRA 2002 s.115 reforms this for post-13 October 2003 registered land (this Agreement is dated 18 June 2026 — after the commencement) — the pre-emption has proprietary effect from creation and binds successors in title to Quentin. If Quentin later sells the Paddock without first offering it to Lavinia in accordance with this Agreement, Lavinia may seek specific performance against Quentin (under common law contract) and a declaration that the third-party purchaser took with notice (where the Form UN1 is lodged on the register — see Clause 10). Practical advice from Marchant and Wexford LLP: lodge UN1 immediately after execution; diary the 20-year long-stop date (18 June 2046); review every 5 years for refresh.
(A) THE LEADING AUTHORITY — PRITCHARD v BRIGGS [1980] Ch 338. The Court of Appeal in Pritchard v Briggs comprehensively analysed the nature of pre-emption rights. The conveyance in that case provided that, for so long as the vendors and the purchaser of a hotel both lived, the vendors would not sell adjoining retained land without first giving the purchaser an option to purchase. The Court of Appeal held:
(i) A right of pre-emption does NOT, at the time of grant, confer on the Grantee a present or contingent interest in the burdened land;
(ii) Pre-emption gives the Grantee NO immediate right to call for a conveyance — the Grantor remains free to enjoy the land without obligation;
(iii) An equitable interest CRYSTALLISES only when the Grantor manifests an intention to sell — at that point the pre-emption converts into a right enforceable in equity;
(iv) A subsequent option to purchase granted to a third party (after the pre-emption) may take priority over the unprotected pre-emption because the option creates an immediate equitable interest while the pre-emption is only contingent.
(B) LRA 2002 s.115 — STATUTORY REFORM (post-13 October 2003 registered land). Section 115 of the Land Registration Act 2002 partially reformed Pritchard v Briggs for REGISTERED land. The section provides:
"A right of pre-emption in relation to registered land has effect from the time of creation as an interest capable of binding successors in title (subject to the rules about the effect of dispositions on priority)."
For pre-emption rights created on or after 13 October 2003 (the LRA 2002 commencement date) over registered land:
(i) The pre-emption has proprietary effect from CREATION (not only on the Grantor's decision to sell);
(ii) The pre-emption is capable of binding successors in title to the Grantor;
(iii) Priority against subsequent registered dispositions still depends on the rules in LRA 2002 ss.29-30 — the Grantee should lodge a Notice on the register (Form UN1 / AN1) to preserve priority.
(C) STATUS OF THIS AGREEMENT. This Pre-Emption Agreement was made on 18 June 2026 — AFTER the 13 October 2003 LRA 2002 commencement; the pre-emption therefore benefits from LRA 2002 s.115 proprietary effect from creation over the registered Property at title BM937412.
(D) PRIORITY PROTECTION. Notwithstanding the LRA 2002 s.115 reform, the Grantee should still lodge a Notice on the proprietorship register of the Property under LRA 2002 s.32-39 to ensure priority against subsequent registered dispositions for valuable consideration (Form UN1 or AN1 — see clause 10).
Pritchard / s.115 narrative:
This Pre-Emption Agreement is a typical family-land arrangement: Quentin (the Grantor and elder brother) is the registered proprietor of the Paddock at BM937412; Lavinia (the Grantee and younger sister) owns the adjoining Coach House. The siblings wish to keep the Paddock within the family but the Grantor wants flexibility to sell if his circumstances change. The pre-emption gives Lavinia first refusal — but the Grantor remains in control of the decision to sell. Pritchard v Briggs [1980] Ch 338 applies: at common law, this would be a contingent right with no immediate equitable interest. LRA 2002 s.115 reforms this for post-13 October 2003 registered land (this Agreement is dated 18 June 2026 — after the commencement) — the pre-emption has proprietary effect from creation and binds successors in title to Quentin. If Quentin later sells the Paddock without first offering it to Lavinia in accordance with this Agreement, Lavinia may seek specific performance against Quentin (under common law contract) and a declaration that the third-party purchaser took with notice (where the Form UN1 is lodged on the register — see Clause 10). Practical advice from Marchant and Wexford LLP: lodge UN1 immediately after execution; diary the 20-year long-stop date (18 June 2046); review every 5 years for refresh.
8. TRIGGER NOTICE + ACCEPTANCE MECHANISM.
(A) TRIGGER NOTICE FORM. The Trigger Notice from the Grantor to the Grantee must contain the elements set out in clause 3.1. Recommended form:
TRIGGER NOTICE — PRE-EMPTION AGREEMENT DATED 18 June 2026 (Property: The Coach House Paddock, Title No. BM937412). To: Lavinia Helen Marchant (Grantee). From: Quentin Edward Marchant (Grantor). The Grantor hereby gives notice that a Trigger Event has occurred on [Date] — [intention to sell / receipt of bona fide third-party offer of £[Amount] from [Third Party Name] dated [Date]]. The proposed sale price is £[Amount] on the following terms: [Completion within X working days; deposit Y%; conditions]. The Grantee's acceptance deadline is [Date — being 60 days from deemed receipt of this Notice]. Acceptance is by Acceptance Notice in accordance with Clause 3.4. Signed by Quentin Edward Marchant, dated [Date].
(B) ACCEPTANCE METHOD. The Grantee accepts by serving an Acceptance Notice on the Grantor by recorded delivery to the Old Vicarage (deemed received on the second working day after posting). The Acceptance Notice must clearly state: (i) acceptance of the pre-emption; (ii) confirmation of the price of £[Amount] matched to the Trigger Notice; (iii) proposed completion date within 30 working days. Copy of the Acceptance Notice provided to Marchant and Wexford LLP at the same time as a courtesy.
(C) DEEMED RECEIPT. Notices are deemed received: (i) recorded delivery — second working day after posting; (ii) hand delivery — receipt acknowledged on signed return; (iii) email — read receipt or next working day if read receipt is suppressed.
(D) STRICT CONSTRUCTION OF NOTICES. Mannai Investment Co Ltd v Eagle Star [1997] AC 749 — the Trigger Notice and Acceptance Notice must comply strictly with the Agreement requirements. Minor defects may invalidate a notice if a reasonable recipient would be misled. Each notice should be drafted by or with the supervision of a conveyancing solicitor.
(E) OVERRIDE EVENTS. The following events terminate the pre-emption notwithstanding the Pre-Emption Period:
(i) Compulsory purchase of the Paddock by Buckinghamshire Council or a public utility (HS2; Network Rail; etc.) — the pre-emption is extinguished; (ii) Insolvency of the Grantor (Quentin) and disposal by a trustee in bankruptcy / liquidator — the pre-emption is extinguished against the insolvency representative; (iii) Death of the Grantor (Quentin) — the pre-emption SURVIVES against the Grantor's personal representatives and successors in title (this is a key family-land protection — the pre-emption is intended to bind the estate); (iv) Compulsory acquisition under TCPA 1990 / Housing Act 1985 — the pre-emption is extinguished.
Mechanism narrative:
The 60-day acceptance window reflects the family-arrangement context — Lavinia needs reasonable time to arrange finance for a 1.2-hectare land purchase. The "intention to sell OR third-party offer" trigger captures both scenarios: (a) Quentin decides to sell on the open market (he serves a Trigger Notice with his asking price); (b) Quentin receives an unsolicited offer from a third party (he serves a Trigger Notice with the third-party offer details, redacted for confidentiality). The Mannai Investment [1997] AC 749 strict-construction principle applies — both notices must comply strictly with the Agreement. The 12-month follow-on window after declined pre-emption (clause 3.5) ensures the Grantor cannot hold the Paddock indefinitely after the Grantee declines; if no sale within 12 months, the pre-emption re-engages for any subsequent Trigger Event.
(A) TRIGGER NOTICE FORM. The Trigger Notice from the Grantor to the Grantee must contain the elements set out in clause 3.1. Recommended form:
TRIGGER NOTICE — PRE-EMPTION AGREEMENT DATED 18 June 2026 (Property: The Coach House Paddock, Title No. BM937412). To: Lavinia Helen Marchant (Grantee). From: Quentin Edward Marchant (Grantor). The Grantor hereby gives notice that a Trigger Event has occurred on [Date] — [intention to sell / receipt of bona fide third-party offer of £[Amount] from [Third Party Name] dated [Date]]. The proposed sale price is £[Amount] on the following terms: [Completion within X working days; deposit Y%; conditions]. The Grantee's acceptance deadline is [Date — being 60 days from deemed receipt of this Notice]. Acceptance is by Acceptance Notice in accordance with Clause 3.4. Signed by Quentin Edward Marchant, dated [Date].
(B) ACCEPTANCE METHOD. The Grantee accepts by serving an Acceptance Notice on the Grantor by recorded delivery to the Old Vicarage (deemed received on the second working day after posting). The Acceptance Notice must clearly state: (i) acceptance of the pre-emption; (ii) confirmation of the price of £[Amount] matched to the Trigger Notice; (iii) proposed completion date within 30 working days. Copy of the Acceptance Notice provided to Marchant and Wexford LLP at the same time as a courtesy.
(C) DEEMED RECEIPT. Notices are deemed received: (i) recorded delivery — second working day after posting; (ii) hand delivery — receipt acknowledged on signed return; (iii) email — read receipt or next working day if read receipt is suppressed.
(D) STRICT CONSTRUCTION OF NOTICES. Mannai Investment Co Ltd v Eagle Star [1997] AC 749 — the Trigger Notice and Acceptance Notice must comply strictly with the Agreement requirements. Minor defects may invalidate a notice if a reasonable recipient would be misled. Each notice should be drafted by or with the supervision of a conveyancing solicitor.
(E) OVERRIDE EVENTS. The following events terminate the pre-emption notwithstanding the Pre-Emption Period:
(i) Compulsory purchase of the Paddock by Buckinghamshire Council or a public utility (HS2; Network Rail; etc.) — the pre-emption is extinguished; (ii) Insolvency of the Grantor (Quentin) and disposal by a trustee in bankruptcy / liquidator — the pre-emption is extinguished against the insolvency representative; (iii) Death of the Grantor (Quentin) — the pre-emption SURVIVES against the Grantor's personal representatives and successors in title (this is a key family-land protection — the pre-emption is intended to bind the estate); (iv) Compulsory acquisition under TCPA 1990 / Housing Act 1985 — the pre-emption is extinguished.
Mechanism narrative:
The 60-day acceptance window reflects the family-arrangement context — Lavinia needs reasonable time to arrange finance for a 1.2-hectare land purchase. The "intention to sell OR third-party offer" trigger captures both scenarios: (a) Quentin decides to sell on the open market (he serves a Trigger Notice with his asking price); (b) Quentin receives an unsolicited offer from a third party (he serves a Trigger Notice with the third-party offer details, redacted for confidentiality). The Mannai Investment [1997] AC 749 strict-construction principle applies — both notices must comply strictly with the Agreement. The 12-month follow-on window after declined pre-emption (clause 3.5) ensures the Grantor cannot hold the Paddock indefinitely after the Grantee declines; if no sale within 12 months, the pre-emption re-engages for any subsequent Trigger Event.
9. PRICE DETERMINATION METHODS + UKUT VALUATION PRINCIPLES.
(A) METHOD CHOSEN — MATCHED THIRD-PARTY OFFER — the Grantee may purchase at the same price and on the same terms as the third party.
(B) MATCHED OFFER MECHANICS. The Grantor provides documentary evidence of the third-party offer: (i) the offer letter / signed heads of terms; (ii) the third party's identity (subject to NDA); (iii) the price and key terms (deposit; completion period; conditions); (iv) confirmation the offer is bona fide. Specific proof requirements: (i) The Grantor shall provide to the Grantee within 14 days of service of the Trigger Notice: (a) a copy of the third-party offer letter or signed heads of terms (redacted to remove only the third party's personal details if subject to confidentiality); (b) a statutory declaration from the Grantor confirming the offer is bona fide, made at arm's length, with no related-party connection between the Grantor and the third party; (c) the third party's solicitor's name and contact (for the Grantee's solicitor to verify the offer). (ii) The Grantee's solicitor (Marchant and Wexford LLP) shall verify the offer is genuine within 14 days of receipt. (iii) The Grantee may accept at the same price and on the same terms; the Grantor cannot then refuse to sell to the Grantee in favour of the third party.
(C) TUDOR v COOPER [2017] UKUT 89 (LC) — UKUT VALUATION PRINCIPLES. The Upper Tribunal (Lands Chamber) in Tudor v Cooper set out modern principles applicable to pre-emption / right-of-first-refusal valuations: the valuation should reflect actual market conditions at the trigger date; comparable evidence should be properly sourced (auction results; private treaty sales; agreed prices on similar properties in the locality); the valuer should articulate adjustments for size, condition, location, and planning status; the valuation should be reasoned and capable of independent review.
(D) SUDBROOK CERTAINTY PRINCIPLE. Sudbrook Trading Estate Ltd v Eggleton [1983] 1 AC 444 — where the parties have agreed a price-determination mechanism but the mechanism fails (e.g. one party refuses to appoint a valuer), the court will SUBSTITUTE its own valuation rather than declare the pre-emption void for uncertainty. The agreed machinery provides sufficient certainty for enforceability.
(E) FIRST PROPERTY GROWTH PARTNERSHIP v RSA [2002] EWCA Civ 1687. The Court of Appeal in First Property Growth Partnership Ltd v Royal and Sun Alliance Property Services Ltd [2002] EWCA Civ 1687 emphasised that the pre-emption mechanism (including the price method) must be interpreted in a commercially sensible manner — courts apply purposive construction to commercial pre-emption agreements.
Price methods narrative:
The matched-offer method is the simplest and most common pre-emption mechanism. The Grantor cannot game the system by accepting a low third-party offer to disengage the pre-emption — clause 4.1 requires bona fide arm's-length offers and statutory declaration. Where the Grantor wants to sell at an asking price (no third-party offer yet), the matched-offer mechanism is supplemented by clause 4.1 — the Grantor serves a Trigger Notice with the asking price; the Grantee may accept at that price. Sudbrook Trading Estate v Eggleton [1983] 1 AC 444 certainty principle: even where the matched-offer mechanism produces dispute (e.g. parties disagree whether the offer is bona fide), the court will determine the issue rather than declare the pre-emption void. Tudor v Cooper [2017] UKUT 89 (LC) — the UKUT applies modern principles: market evidence-based valuation; reasoned articulation; independent review capability. First Property Growth Partnership v RSA [2002] EWCA Civ 1687 — purposive construction of commercial pre-emption mechanisms.
(A) METHOD CHOSEN — MATCHED THIRD-PARTY OFFER — the Grantee may purchase at the same price and on the same terms as the third party.
(B) MATCHED OFFER MECHANICS. The Grantor provides documentary evidence of the third-party offer: (i) the offer letter / signed heads of terms; (ii) the third party's identity (subject to NDA); (iii) the price and key terms (deposit; completion period; conditions); (iv) confirmation the offer is bona fide. Specific proof requirements: (i) The Grantor shall provide to the Grantee within 14 days of service of the Trigger Notice: (a) a copy of the third-party offer letter or signed heads of terms (redacted to remove only the third party's personal details if subject to confidentiality); (b) a statutory declaration from the Grantor confirming the offer is bona fide, made at arm's length, with no related-party connection between the Grantor and the third party; (c) the third party's solicitor's name and contact (for the Grantee's solicitor to verify the offer). (ii) The Grantee's solicitor (Marchant and Wexford LLP) shall verify the offer is genuine within 14 days of receipt. (iii) The Grantee may accept at the same price and on the same terms; the Grantor cannot then refuse to sell to the Grantee in favour of the third party.
(C) TUDOR v COOPER [2017] UKUT 89 (LC) — UKUT VALUATION PRINCIPLES. The Upper Tribunal (Lands Chamber) in Tudor v Cooper set out modern principles applicable to pre-emption / right-of-first-refusal valuations: the valuation should reflect actual market conditions at the trigger date; comparable evidence should be properly sourced (auction results; private treaty sales; agreed prices on similar properties in the locality); the valuer should articulate adjustments for size, condition, location, and planning status; the valuation should be reasoned and capable of independent review.
(D) SUDBROOK CERTAINTY PRINCIPLE. Sudbrook Trading Estate Ltd v Eggleton [1983] 1 AC 444 — where the parties have agreed a price-determination mechanism but the mechanism fails (e.g. one party refuses to appoint a valuer), the court will SUBSTITUTE its own valuation rather than declare the pre-emption void for uncertainty. The agreed machinery provides sufficient certainty for enforceability.
(E) FIRST PROPERTY GROWTH PARTNERSHIP v RSA [2002] EWCA Civ 1687. The Court of Appeal in First Property Growth Partnership Ltd v Royal and Sun Alliance Property Services Ltd [2002] EWCA Civ 1687 emphasised that the pre-emption mechanism (including the price method) must be interpreted in a commercially sensible manner — courts apply purposive construction to commercial pre-emption agreements.
Price methods narrative:
The matched-offer method is the simplest and most common pre-emption mechanism. The Grantor cannot game the system by accepting a low third-party offer to disengage the pre-emption — clause 4.1 requires bona fide arm's-length offers and statutory declaration. Where the Grantor wants to sell at an asking price (no third-party offer yet), the matched-offer mechanism is supplemented by clause 4.1 — the Grantor serves a Trigger Notice with the asking price; the Grantee may accept at that price. Sudbrook Trading Estate v Eggleton [1983] 1 AC 444 certainty principle: even where the matched-offer mechanism produces dispute (e.g. parties disagree whether the offer is bona fide), the court will determine the issue rather than declare the pre-emption void. Tudor v Cooper [2017] UKUT 89 (LC) — the UKUT applies modern principles: market evidence-based valuation; reasoned articulation; independent review capability. First Property Growth Partnership v RSA [2002] EWCA Civ 1687 — purposive construction of commercial pre-emption mechanisms.
10. LURA 2023 s.225 CONTRACTUAL CONTROL DISCLOSURE + NOTICE PROTECTION.
(A) LURA 2023 s.225 + REGULATIONS 2026. The Levelling-up and Regeneration Act 2023 s.225 introduces a mandatory disclosure regime for "contractual control" agreements over registered land. The Provision of Information (Contractual Control) (Registered Land) Regulations 2026 (SI 2026/977) come into force on 6 April 2027.
Four contractual control categories (LURA 2023 s.225): (i) option to purchase; (ii) conditional contract; (iii) right of pre-emption (this Agreement); (iv) promotion agreement.
This Pre-Emption Agreement is a contractual control under category (iii) — required to be disclosed to HM Land Registry on the dates set out below.
(B) DISCLOSURE TIMING.
(i) For agreements entered into AFTER the regulations are made but BEFORE 6 April 2027 — disclosure to HMLR by 6 October 2027.
(ii) For trigger events occurring ON OR AFTER 6 April 2027 — disclosure within 60 days of the trigger event.
(iii) HMLR will not begin publishing the information until "as soon as possible after 6 April 2028".
(C) CRIMINAL OFFENCE. Non-compliance with the disclosure regime, or knowingly or recklessly providing false or misleading information, is a criminal offence under LURA 2023 s.225. Maximum penalty: up to two years' imprisonment on conviction on indictment, plus an unlimited fine; lesser penalties on summary conviction.
(D) PRACTICAL STEPS. The Grantee's solicitor will: (i) diary the disclosure deadline corresponding to this Agreement; (ii) prepare the HMLR submission (form and content per regulations to be promulgated); (iii) advise on trigger event analysis for serving / receipt of the Trigger Notice / Acceptance Notice.
(E) NOTICE PROTECTION ON THE REGISTER — LRA 2002 s.32-39 + s.115. Despite LRA 2002 s.115 conferring proprietary effect from creation, the Grantee must still lodge a Notice on the Property's proprietorship register to protect priority against subsequent registered purchasers for valuable consideration (LRA 2002 s.29). The Grantee shall lodge the following:
UNILATERAL NOTICE (Form UN1) — the Grantee lodges Form UN1 with HM Land Registry without the Grantor's consent. The Grantor receives notice and may apply to cancel.
(F) PRIORITY. The Notice protection takes effect from the date of HMLR registration of the Notice. Without notice, a registered subsequent purchaser may take free of the pre-emption — the Grantee's only remedy would be damages against the Grantor (not specific performance against the new purchaser).
LURA / notice narrative:
This Pre-Emption Agreement is a "contractual control" under LURA 2023 s.225 category (iii) — right of pre-emption over registered land. (A) Disclosure timing: the Agreement was made on 18 June 2026 — BEFORE the regulations come into force on 6 April 2027. Disclosure obligation: by 6 October 2027 (within 6 months of the regulations entering into force). (B) Marchant and Wexford LLP has diaried 6 October 2027; the HMLR submission form will be prepared in late 2026 when the regulations are promulgated. (C) The Grantor (Quentin) acknowledges the LURA 2023 s.225 criminal offence — non-compliance attracts up to 2 years' imprisonment; the disclosure obligation is on the Grantor as the registered proprietor (Marchant and Wexford LLP will file on instructions from both siblings). (D) Notice protection — the Grantee will lodge Form UN1 (unilateral notice) on the proprietorship register of BM937412 within 5 working days of execution. UN1 chosen over AN1 because: (i) the family arrangement context — both siblings agree the pre-emption should be visible on the register; (ii) UN1 is administratively simpler than AN1; (iii) the Grantor (Quentin) does not object (the pre-emption is mutually agreed and benefits both siblings by formalising the arrangement). (E) Trigger event analysis: any future Trigger Event (Quentin's intention to sell, or receipt of a third-party offer) is a "trigger event" under the 2026 Regulations; further disclosure to HMLR within 60 days of the trigger event. (F) Family-protection note: the 20-year Pre-Emption Period (until 18 June 2046) reflects the long-term family-arrangement intention; the period may be renewed by separate deed if both siblings agree in 2046.
(A) LURA 2023 s.225 + REGULATIONS 2026. The Levelling-up and Regeneration Act 2023 s.225 introduces a mandatory disclosure regime for "contractual control" agreements over registered land. The Provision of Information (Contractual Control) (Registered Land) Regulations 2026 (SI 2026/977) come into force on 6 April 2027.
Four contractual control categories (LURA 2023 s.225): (i) option to purchase; (ii) conditional contract; (iii) right of pre-emption (this Agreement); (iv) promotion agreement.
This Pre-Emption Agreement is a contractual control under category (iii) — required to be disclosed to HM Land Registry on the dates set out below.
(B) DISCLOSURE TIMING.
(i) For agreements entered into AFTER the regulations are made but BEFORE 6 April 2027 — disclosure to HMLR by 6 October 2027.
(ii) For trigger events occurring ON OR AFTER 6 April 2027 — disclosure within 60 days of the trigger event.
(iii) HMLR will not begin publishing the information until "as soon as possible after 6 April 2028".
(C) CRIMINAL OFFENCE. Non-compliance with the disclosure regime, or knowingly or recklessly providing false or misleading information, is a criminal offence under LURA 2023 s.225. Maximum penalty: up to two years' imprisonment on conviction on indictment, plus an unlimited fine; lesser penalties on summary conviction.
(D) PRACTICAL STEPS. The Grantee's solicitor will: (i) diary the disclosure deadline corresponding to this Agreement; (ii) prepare the HMLR submission (form and content per regulations to be promulgated); (iii) advise on trigger event analysis for serving / receipt of the Trigger Notice / Acceptance Notice.
(E) NOTICE PROTECTION ON THE REGISTER — LRA 2002 s.32-39 + s.115. Despite LRA 2002 s.115 conferring proprietary effect from creation, the Grantee must still lodge a Notice on the Property's proprietorship register to protect priority against subsequent registered purchasers for valuable consideration (LRA 2002 s.29). The Grantee shall lodge the following:
UNILATERAL NOTICE (Form UN1) — the Grantee lodges Form UN1 with HM Land Registry without the Grantor's consent. The Grantor receives notice and may apply to cancel.
(F) PRIORITY. The Notice protection takes effect from the date of HMLR registration of the Notice. Without notice, a registered subsequent purchaser may take free of the pre-emption — the Grantee's only remedy would be damages against the Grantor (not specific performance against the new purchaser).
LURA / notice narrative:
This Pre-Emption Agreement is a "contractual control" under LURA 2023 s.225 category (iii) — right of pre-emption over registered land. (A) Disclosure timing: the Agreement was made on 18 June 2026 — BEFORE the regulations come into force on 6 April 2027. Disclosure obligation: by 6 October 2027 (within 6 months of the regulations entering into force). (B) Marchant and Wexford LLP has diaried 6 October 2027; the HMLR submission form will be prepared in late 2026 when the regulations are promulgated. (C) The Grantor (Quentin) acknowledges the LURA 2023 s.225 criminal offence — non-compliance attracts up to 2 years' imprisonment; the disclosure obligation is on the Grantor as the registered proprietor (Marchant and Wexford LLP will file on instructions from both siblings). (D) Notice protection — the Grantee will lodge Form UN1 (unilateral notice) on the proprietorship register of BM937412 within 5 working days of execution. UN1 chosen over AN1 because: (i) the family arrangement context — both siblings agree the pre-emption should be visible on the register; (ii) UN1 is administratively simpler than AN1; (iii) the Grantor (Quentin) does not object (the pre-emption is mutually agreed and benefits both siblings by formalising the arrangement). (E) Trigger event analysis: any future Trigger Event (Quentin's intention to sell, or receipt of a third-party offer) is a "trigger event" under the 2026 Regulations; further disclosure to HMLR within 60 days of the trigger event. (F) Family-protection note: the 20-year Pre-Emption Period (until 18 June 2046) reflects the long-term family-arrangement intention; the period may be renewed by separate deed if both siblings agree in 2046.
11.
GENERAL
(a) Entire agreement.
(b) Assignment. The Grantee may assign the benefit of this pre-emption to a connected company without consent; any other assignment requires the Grantor's written consent (not to be unreasonably withheld).
(c) Variation. No variation effective unless in writing and signed by both parties.
(d) Severability.
(e) Third-party rights. No person who is not a party has any rights under the Contracts (Rights of Third Parties) Act 1999.
(f) Governing law and jurisdiction. Law of England and Wales; exclusive jurisdiction of the courts of England and Wales.
(g) Execution as a deed. Executed and delivered as a deed on the date first written above under LP(MP)A 1989 s.1.
(b) Assignment. The Grantee may assign the benefit of this pre-emption to a connected company without consent; any other assignment requires the Grantor's written consent (not to be unreasonably withheld).
(c) Variation. No variation effective unless in writing and signed by both parties.
(d) Severability.
(e) Third-party rights. No person who is not a party has any rights under the Contracts (Rights of Third Parties) Act 1999.
(f) Governing law and jurisdiction. Law of England and Wales; exclusive jurisdiction of the courts of England and Wales.
(g) Execution as a deed. Executed and delivered as a deed on the date first written above under LP(MP)A 1989 s.1.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date indicated.
GRANTOR
Quentin Edward Marchant
Grantor — 18 June 2026
Date: ____________________
GRANTEE
Lavinia Helen Marchant
Grantee — 18 June 2026
Date: ____________________
WITNESS
Henrietta Margaret Wexford
Witness — Marchant and Wexford LLP, Bank Chambers, The Parade, Leamington Spa CV32 4BA
Date: ____________________
Available as a print-ready PDF or an editable Microsoft Word (.docx) file.
What Is a Pre-Emption Agreement?
A Pre-Emption Agreement (also known as a "right of first refusal") creates a CONTINGENT right for the Grantee to purchase the Property — but only IF the Grantor decides to sell. Unlike an option (an absolute right exercisable at any time), a pre-emption gives the Grantor full ownership and decision-making power until the Grantor independently decides to sell.
Pre-emption rights are common in the United Kingdom across three contexts: (1) FAMILY arrangements — keeping property within the family between siblings, parents and children; (2) ADJACENT LANDOWNER arrangements — neighbour right of first refusal over a strip of land; (3) STRATEGIC LAND ASSEMBLY — developer chains where one parcel anchors the assembly and others have pre-emption rights conditional on the anchor selling.
The leading authority in England and Wales is the Court of Appeal decision in Pritchard v Briggs [1980] Ch 338 — at common law, a pre-emption confers no immediate equitable interest; it crystallises only when the Grantor manifests an intention to sell. Section 115 of the Land Registration Act 2002 reformed this for registered land — pre-emptions created on or after 13 October 2003 have proprietary effect from creation and bind successors in title.
What's Covered in This UK Template
Our Pre-Emption Agreement template covers every operative provision plus optional Expert clauses analysing Pritchard v Briggs, the trigger / acceptance mechanism, price determination methods, and the LURA 2023 s.225 disclosure regime applicable in England and Wales.
Grantor & Grantee Identification
Full names, addresses and company numbers (where applicable) of the UK landowner (Grantor) and the pre-emption holder (Grantee).
Property Description
Full property address, HM Land Registry title number, and estate (freehold / leasehold) — registered land only for LRA 2002 s.115 protection.
Pre-Emption Period
Years from agreement date during which the pre-emption applies. Typical UK range 5-30 years for family or strategic land arrangements.
Acceptance Window
Days for the Grantee to accept after receiving the Trigger Notice. Typical UK range 28-90 days.
Trigger Event Definition
Choose: intention to sell; receipt of bona fide third-party offer; or either. Defines what triggers the obligation to offer to the Grantee.
Price Determination Methods
Four UK options: matched third-party offer (most common); RICS valuation at trigger date; fixed formula; auction reserve price.
Trigger Notice Mechanism
Form, content, and delivery method for the Grantor's Trigger Notice and the Grantee's Acceptance Notice — strict compliance per Mannai Investment.
Pritchard v Briggs + LRA 2002 s.115
Analysis of pre-emption vs option distinction; statutory reform for registered land post-13 October 2003 in England and Wales.
LURA 2023 s.225 Disclosure
Pre-emption is contractual control category (iii) — mandatory HMLR disclosure from 6 April 2027; criminal offence regime.
UN1 / AN1 Notice Protection
Lodgement of unilateral or agreed notice on the proprietorship register under LRA 2002 s.32-39 to protect priority.
How to Create a UK Pre-Emption Agreement
Follow these steps to draft a Pre-Emption Agreement that complies with English law and the LRA 2002 s.115 reform.
- 1
Confirm Registered Land Status
Obtain Office Copy Entries from HM Land Registry. LRA 2002 s.115 only confers proprietary effect from creation for REGISTERED land. Unregistered land falls back on the common-law rule in Pritchard v Briggs.
- 2
Agree the Pre-Emption Period and Acceptance Window
Negotiate the duration (typical UK 10-20 years for family / strategic) and the Grantee's acceptance window (typical 28-60 days). Longer windows for family / development contexts.
- 3
Define the Trigger Event
Choose intention to sell; receipt of bona fide third-party offer; or either. Carefully exclude family / intra-group / court-ordered transfers from the trigger to preserve flexibility for the British Grantor.
- 4
Choose the Price Method
Most common in the United Kingdom is matched third-party offer — the Grantor must provide documentary evidence of the bona fide third-party offer; the Grantee may match. RICS valuation is used where no third-party offer initiates.
- 5
Execute as a Deed
Sign the agreement as a deed under LP(MP)A 1989 s.1 (12-year limitation) or simple contract (6 years). The deed format strengthens the formal grant.
- 6
Lodge UN1 or AN1 with HMLR
Lodge Form UN1 (unilateral notice) or AN1 (agreed notice) on the proprietorship register under LRA 2002 s.32-39 within 5 working days of execution. Diary the LURA 2023 s.225 disclosure deadline.
Why Doxuno documents are different
Four things that make our templates more thorough than AI-generated drafts and more current than static template libraries.
Always current
Always current with the law
Templates carrying statute references are continuously updated as the law changes. Your document always reflects the current legal framework.
Free PDF
Print-ready PDF
Free to download. Vector text, embedded fonts, statute citations baked in. Print, sign, file. Ready for any signing flow including electronic signature.
Word · .docx
Editable Word (.docx)
Continue editing in Word after download. Add custom clauses, reuse the template for similar agreements, or share with a colleague for collaborative review.
Requires Expert one-time unlock or any paid Doxuno subscription.
Legal Considerations
Pre-emption agreements over UK land involve a unique blend of contract law, the statutory reform in LRA 2002 s.115, and the new LURA 2023 contractual control regime coming into force in England and Wales on 6 April 2027.
This template is for informational purposes only and does not constitute legal advice. Consult a qualified UK solicitor experienced in pre-emption rights and contractual control of land. Pre-emption frameworks in Scotland and Northern Ireland are different.
Reviewed for England & Wales law
Pritchard v Briggs — The Leading Authority
In Pritchard v Briggs [1980] Ch 338, the Court of Appeal held that a right of pre-emption does NOT, at the time of grant, confer on the Grantee a present or contingent interest in the burdened British land. Pre-emption gives the Grantee no immediate right to call for a conveyance — the Grantor remains free to enjoy the land without obligation. An equitable interest crystallises only when the Grantor manifests an intention to sell. This is the fundamental distinction from an option (an absolute right). The case remains the leading authority on pre-emption in England and Wales.
LRA 2002 s.115 — Statutory Reform
Section 115 of the Land Registration Act 2002 partially reformed Pritchard v Briggs for REGISTERED land. The section provides: "A right of pre-emption in relation to registered land has effect from the time of creation as an interest capable of binding successors in title." For pre-emption rights created on or after 13 October 2003 (the LRA 2002 commencement date) over registered UK land, the right has proprietary effect FROM CREATION (not only on the Grantor's decision to sell) and is capable of binding successors in title. Priority against subsequent registered dispositions still depends on s.29-30 — the Grantee should lodge a Notice on the register.
Mannai Investment — Strict Construction of Notices
Mannai Investment Co Ltd v Eagle Star Life Assurance Co Ltd [1997] AC 749 — both the Trigger Notice (from the Grantor) and the Acceptance Notice (from the Grantee) must comply strictly with the requirements of the Agreement. Minor defects may invalidate a notice if a reasonable recipient would be misled. Each notice should be drafted by or with the supervision of a UK conveyancing solicitor.
Sudbrook + Tudor v Cooper — Price Determination
In Sudbrook Trading Estate Ltd v Eggleton [1983] 1 AC 444, the House of Lords held that price-determination machinery provides sufficient certainty — courts substitute valuation where machinery fails rather than declaring the pre-emption void. Tudor v Cooper [2017] UKUT 89 (LC) — the Upper Tribunal (Lands Chamber) applied modern principles to right-of-first-refusal valuation: market-evidence based valuation; reasoned articulation; independent review capability. First Property Growth Partnership Ltd v Royal & Sun Alliance Property Services Ltd [2002] EWCA Civ 1687 — purposive construction of commercial pre-emption mechanisms.
LURA 2023 s.225 + Regulations 2026
The Levelling-up and Regeneration Act 2023 s.225 + the Provision of Information (Contractual Control) (Registered Land) Regulations 2026 (SI 2026/977) come into force on 6 April 2027 in England and Wales. Pre-emption is one of four contractual control categories (alongside option, conditional contract, promotion agreement) requiring mandatory disclosure to HM Land Registry. For pre-emptions made BEFORE 6 April 2027, disclosure to HMLR by 6 October 2027. For trigger events ON or AFTER 6 April 2027, disclosure within 60 days. Non-compliance is a criminal offence under LURA 2023 s.225 (up to 2 years imprisonment).
LRA 2002 s.32-39 Notice Protection
Despite LRA 2002 s.115 conferring proprietary effect from creation, the Grantee must still lodge a Notice on the British register to ensure priority against subsequent registered dispositions for valuable consideration (LRA 2002 s.29). Form UN1 (unilateral notice) can be lodged by the Grantee without consent; AN1 (agreed notice) requires both parties' consent but is more secure (the Grantor cannot apply to cancel an AN1). Without notice protection, a registered subsequent purchaser takes free of the pre-emption — the Grantee's only remedy is damages against the Grantor.
Frequently Asked Questions
Create Your UK Pre-Emption Agreement Now
Secure a right of first refusal over UK land with a properly drafted Pre-Emption Agreement. Fill in the details, preview your document, and download as a PDF (free) or editable Microsoft Word (.docx) with Expert.
Free PDF · Editable Word with Expert · No account required