12 Days of Christmas 2025 – Day 6

Commercial Leasehold Reform - Proposed ban on upwards only rent reviews

On Day 6 of our 12 Days of Christmas we take a look at the proposed ban on upwards only rent reviews.

The proposed ban was announced without warning in July 2025 and is part of the English Devolution and Community Empowerment Bill (the Bill). At the time of writing, the Bill was due to have its second reading in the House of Lords on 8 December 2025.

The Bill will amend the Landlord and Tenant Act 1954 (the 1954 Act) by inserting section 54A, which in turn refers to new Schedules 7A and 7B. It will prohibit the inclusion of upwards only rent review mechanisms in commercial leases.

In summary the proposed ban (at the time of writing):

1. will not be retrospective – it will only apply to leases granted (or varied to include rent review terms) after the ban is law.
2. will apply to:
   1. “business tenancies” – this is where “Part 2” of the 1954 Act applies or has the potential to apply to the tenancy – essentially, this is where the tenant occupies or could occupy the property for business purposes.
   2. “rent review terms” – which are terms under which an amount of rent payable under the tenancy will or may change during the term of the tenancy.

The ban will also apply to “tenancy renewal arrangements”, which will include renewal leases, call options and put options. In addition, there are wide anti-avoidance provisions to try and prevent parties circumventing the effect of the ban and the Bill will grant additional powers to tenants to trigger and operate rent review mechanisms.

The terms of the proposed ban need to be consulted to understand their potential scope, but the potential impact of this legislation could have a wide ranging impact for both landlords and tenant across various sectors. It should be noted that the terms of the proposed ban have already been amended as the Bill has made its way through Parliament. It can be expected the current terms (and thus the brief summary above) will likely be amended further by the time the Bill completes all stages. At this time, it is not clear when the ban will become law, although we anticipate that if and when the ban is on the statute books, there will then be lead-in period to allow landlords and tenants to prepare. 

Festive Joke: Why is Santa such a good shopper?

Because he makes a list, then checks it twice.