Private client · Trustee, private client fee-earner, family office adviser
Read a discretionary trust deed for trustee duties
Two new trustees have been appointed to a family discretionary trust set up in 2004 and have never seen the deed. The note tells them what they can do, what they must do, and where the deed is narrower than the general law.
The problem
Step 01 of 05
Add the deed and the history
The trust deed, two deeds of appointment, the last three sets of trust accounts and the current investment policy statement go on one matter.
Project Halcyon: SPA warranties and disclosure
Buy-side warranty review, disclosure analysis and cited due-diligence grid.
- Client
- Halcyon Bidco Ltd
- Reference
- WC-2026-0412
- Practice area
- Corporate / M&A
- Jurisdiction
- England and Wales
- Responsible partner
- E. Vance
No conflict check on file.Chat, on this matter
Compare warranties with the disclosure letter.
Three high-priority exceptions require action: the unregistered charge, the change-of-control right and the tribunal claim.
Send a message… (@ to mention tools)BalancedPrepare for- 25 Aug
Disclosure exceptions matrix
Chat
- 21 Aug
Disclosure exceptions matrix
Run · completed · 560 credits
- 18 Aug
Project Halcyon: Disclosure Letter
Document · indexed
- 16 Aug
Project Halcyon: Share Purchase Agreement
Document · indexed
- 4 Aug
Matter opened
Opened
Step 02 of 05
Run the powers and duties note
Prepare for: Client Update, Deliver as: Word. The instruction asks for the powers as drafted, the duties that apply regardless, and every point where the deed narrows the default position.
Agent
Jurisdiction
Prepare for
Deliver as
Instruction
What should the agent look for?Documents
Drop a contract, or pick one from the matter
Also on the matter
- Offer_letter_v3.pdf2 pages
- Staff_handbook_2025.docx61 pages
- Board_minute_14_Aug.pdf3 pages
Platform model · zero data retention · audit register onStep 03 of 05
Read the exclusions
The deed excludes the statutory power of advancement and requires unanimous agreement for investment changes, both quoted with the clause number.
6 items need your confirmation14 authorities · Where we lookedSenior Associate Employment Contract: English Law Review
Summary
- 1.
Clause 9(c), non-competeHigh
The 12-month prohibition on working for any law firm anywhere in the UK, Ireland or EU, in any capacity, is almost certainly wider than reasonably necessary and therefore unlikely to be enforceable.
Tillman v Egon Zehnder Ltd [2019] UKSC 32 - 2.
Clause 11, data and monitoringHigh
Blanket contractual consent is not an adequate basis for general employment processing, special-category data or unrestricted monitoring.
UK GDPR, Arts 6 and 9 - 3.
Clause 4, holiday carry-overHigh
The unconditional five-day cap conflicts with mandatory carry-over rights where sickness, statutory leave or employer failure prevents leave being taken.
Working Time Regulations 1998, regs 13 to 13A
- 1.
Step 04 of 05
Check the investment duty
The current portfolio is set against the standard investment criteria and the requirement to take and consider proper advice, with the last recorded review being four years old.
6 items need your confirmation14 authorities · Where we lookedSenior Associate Employment Contract: English Law Review
Summary
- 1.
Clause 9(c), non-competeHigh
The 12-month prohibition on working for any law firm anywhere in the UK, Ireland or EU, in any capacity, is almost certainly wider than reasonably necessary and therefore unlikely to be enforceable.
Tillman v Egon Zehnder Ltd [2019] UKSC 32 - 2.
Clause 11, data and monitoringHigh
Blanket contractual consent is not an adequate basis for general employment processing, special-category data or unrestricted monitoring.
UK GDPR, Arts 6 and 9 - 3.
Clause 4, holiday carry-overHigh
The unconditional five-day cap conflicts with mandatory carry-over rights where sickness, statutory leave or employer failure prevents leave being taken.
Working Time Regulations 1998, regs 13 to 13A
- 1.
Step 05 of 05
Take the meeting agenda
Action items become the agenda for the first trustee meeting, including obtaining investment advice and recording the reasons for the next distribution decision.
Replace the UK/Ireland/EU non-compete with a 3 to 6 month restriction tied to competing corporate-law work.
Replace blanket data consent with a lawful-basis clause and a separate monitoring notice.
Remove the five-day carry-over cap and reference the statutory carry-over rules.
Narrow the client non-solicit to clients dealt with in the final 12 months.
Add an explicit working-time opt-out withdrawal mechanism.
Confirm the bonus clause states the discretion is exercised in good faith.
What comes back
A document, not a transcript.
- The trustees' powers as the deed actually drafts them, with the two default powers it excludes.
- The duties that apply whatever the deed says, including the standard investment criteria.
- A gap analysis on the investment review, which is four years out of date on the papers supplied.
- An agenda for the first trustee meeting, with the record-keeping each decision requires.
Authorities it checks
- Trustee Act 2000, ss 1 to 5
- Trustee Act 1925, s 31
- Trustee Act 1925, s 32
What it does not do
- It does not give investment advice, and it names taking proper advice as the trustees' own duty.
- It does not make a distribution decision or draft a resolution exercising a discretion.
- It reads the deeds supplied. An unrecorded appointment or a lost deed of variation would change the answer.