Insight

Upward-only rent reviews: ban on the statute book, but not yet in force

16.7.26 3 MIN READ

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Upward-only rent review clauses are a common feature of commercial leases. They allow rent to increase, or remain the same, at review, but do not allow rent to fall even where market rents have reduced.

In July 2025, the Government announced its intention to prohibit upward-only rent review clauses in commercial leases in England and Wales. The proposal formed part of the English Devolution and Community Empowerment Bill and attracted significant attention across the commercial property market. 

We have prepared this update for both landlord and tenant clients, setting out the information available at this stage. 

 

What has changed? 

Since our previous update, the Bill has now received Royal Assent, meaning the prohibition is on the statute book. 

However, implementation regulations will be required before the ban comes into effect. For now, the prohibition is not yet in force. 

The Government’s stated intention is to address rent review mechanisms that it considers one-sided, particularly where businesses may be required to absorb rental increases without any equivalent ability for rents to reduce in a weaker market. 

What remains unclear? 

While the position has moved on, a number of practical questions remain. These include the timing of commencement, the treatment of existing leases and renewals, and how the rules may apply to options, sub-lettings and other lease structures. 

Further detail is also awaited on whether any exceptions or alternative mechanisms may be permitted. 

Considerations 

No immediate action is required by landlords, tenants or their advisors solely as a result of the recent headlines. Until the relevant provisions are brought into force, upward-only rent review clauses remain permitted in existing and new leases. 

However, it will be important to stay informed as the implementation detail develops. Current or upcoming transactions may need to be considered in light of the forthcoming changes, particularly live lease negotiations, lease renewals options, standard lease documentation, and assumptions around rent review structures. 

We are monitoring developments closely and will continue to provide updates as further information becomes available. 

For advice on how this legislation may affect your property, portfolio or lease negotiations, please contact Bidwells’ Lease Consultancy Team. 

Caveat 

This document is intended to provide general commentary on current developments. It does not constitute specific advice. The analysis is based on our understanding of the legislation and available information as of June 2026 and should not be relied upon for decision-making without further professional guidance. 

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Andrew Flood

Partner, Lease Consultancy

Andrew has the knowledge to help with your commercial lease re-gearing, renewals or rent reviews across the Oxford to Cambridge Arc.

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