We have introduced integrated drafting notes into the text of the standard document.
Notice of assignment or transfer
Notice to a landlord of assignment or transfer of a lease.
See Standard clauses and drafting notes for clauses that can be used to adapt this document.
From: [NAME OF ASSIGNEE/TRANSFEREE] of [ADDRESS OF ASSIGNEE/TRANSFEREE] (the [Assignee][Transferee]).
NOTICE OF [ASSIGNMENT][TRANSFER]
Most commercial leases prohibit the tenant from assigning the lease without the landlord's prior consent. For information on clauses restricting the tenant's ability to assign the lease, see Practice note, Leases: Assignments (www.practicallaw.com/8-422-1211).
The lease will also almost invariably require the tenant/assignee to notify the landlord of the assignment or transfer. This requirement will apply even if the landlord has just granted consent to the assignment. This is because the landlord will want to know the date of the assignment, which will not usually be specified in the document containing the landlord's consent. For more information, see Practice note, Leases: Registration clauses: Notification: dealings (www.practicallaw.com/3-422-4472).
Before sending the notice to the landlord or its solicitors, the assignee should check the lease to ascertain:
Whether notice is necessary.
To whom notice should be sent. Sometimes notice may also need to be given to managing agents and/or a superior landlord.
What fee is payable.
Whether a copy of the assignment/transfer must be sent with the notice.
We give you notice that by [an assignment][a transfer] dated [DATE OF ASSIGNMENT/TRANSFER] the Lease was [assigned][transferred] by [NAME OF [ASSIGNOR/TRANSFEROR]] to the [Assignee][Transferee].
If the lease is registered at the Land Registry, there will be a transfer of the lease, rather than an assignment. The appropriate wording should be selected.
Rent demands and correspondence should be sent to the [Assignee][Transferee] at [the above address] [SPECIFY ADDRESS].
From the date of the assignment, the assignee will be responsible for paying the rent directly to the landlord under the terms of the lease. The assignee should give the address to which future rent demands should be sent.
We enclose a certified copy of the [assignment][transfer] and the registration fee due under the Lease of £[AMOUNT] (inclusive of Value Added Tax).
Most leases provide for a registration fee to be paid, either at a stated figure or as a "reasonable amount". Traditionally this fee is in addition to the landlord's costs in connection with the grant of any consent that is required. The assignee should check whether the fee stated in the lease is exclusive or inclusive or VAT.
[We confirm that an application has been made to register the transfer at HM Land Registry.]
This should be deleted if the transfer is not registrable. For more information, see Practice note, Leases: Registration clauses: Registration: dealings (www.practicallaw.com/3-422-4472).
Please acknowledge receipt of this notice by signing and returning the enclosed copy notice.
The notice is drafted on the basis that two copies will be sent to the landlord's solicitors who will then return one copy signed to acknowledge receipt. The returned copy, signed by the landlord's solicitors, would then be placed with the lease and other documentation.
Notification of the assignment/transfer is normally dealt with by the assignee's solicitors as one of the post-completion matters, along with the payment of any stamp duty land tax and registration at the Land Registry. However, the notice can be amended if being given directly by the assignee to the landlord.
[NAME OF SOLICITORS], solicitors for and on behalf of the [Assignee][Transferee] (Reference: [REFERENCE]).
We acknowledge receipt of the notice of which this is a copy.
[NAME OF SOLICITORS], solicitors for and on behalf of the Landlord (Reference: [REFERENCE]).