Legal Glossary (English and Latin) - D

De facto

The Latin term "Cadit quaestio" means, in a UK legal context: "the matter admits of no further argument".

De futuro

The Latin term "De futuro" means, in a UK legal context: "in the future".

De integro

The Latin term "De integro" means, in a UK legal context: "as regards the whole".

De jure

The Latin term "de jure" means, in a UK legal context: "rightful, by right".

De lege ferenda

The Latin term "de lege ferenda" means, in a UK legal context: "what the law ought to be (as opposed to what the law is)".

De lege lata

The Latin term "de lege lata" means, in a UK legal context: "what the law is (as opposed to what the law ought to be)".

De novo

The Latin term "de novo" means, in a UK legal context: "starting afresh".


By splitting voting rights of shareholders and directors equally between two interests in a joint venture company, each party can prevent those activities of which it does not approve.

If a dispute arises, any resulting deadlock may be difficult to break without one of the parties being bought out.


Companies can issue a series of debentures or debenture stock which essentially means secured loan stock. The document or instrument creates indebtedness owing by the company to the holder, usually carrying interest and maturing on a particular date when the principal amount is repaid.

Debentures tend to be secured by a floating charge and/or a collection of fixed charges over the company's assets.


Only in relatively rare circumstances is a deed required to complete a transaction. In a commercial situation the most common use is where a variation or concession is made without the other party giving anything in return. A deed is enforceable regardless of the legal requirements for contracts such as the need for consideration.

Where a deed is necessary, there are special requirements for a company wishing to enter into such an arrangement which may either involve use of the company seal or the signature of two directors or a director and a company secretary.


Persons who are appointed to the board of directors under procedures contained in the Articles of Association are the directors of the company. Shadow directors may also be treated as directors in some circumstances.

Executives whose job title describe them as a director but are not members of the board are not treated as directors, although they may have ostensible authority to bind the company as if they were.

Directors Register

The Directors Register is one of the statutory registers that the company is required to maintain showing details of the directors. Name (and any former names), address, occupation, country of residence, nationality and date of birth are recorded for individuals (Sections 162 and 163 Companies Act 2006); other particulars are recorded for corporate directors and firms acting as directors (Section 164).

Disciplinary Procedure

An employer should draw up a disciplinary procedure preferably with union or employee involvement. It is normally a condition of the employment contract that it is subject to the disciplinary procedure in force from time to time. Such a procedure will assist the employer in arguing that he has acted fairly as well as setting down good practice for both employer and employee in disciplinary matters.

If there is no such procedure, the provisions of the Advisory Conciliation and Arbitration Service (ACAS) Disciplinary Code would be the standard to be met. Under the Employment Rights Act 1996, where over twenty are employed, information as to the disciplinary procedure must be supplied to new employees within two months of commencement.


Under a range of different kinds of legislation (including the Equality Act 2010), the law prohibits discrimination against various sectors of the workforce. Conduct is generally discriminatory where it may be considered to disadvantage a person of a particular sex, race, age, sexual orientation, union members or non-members, ex-offenders or the disabled.

Discrimination may occur at recruitment, whilst employed or through termination.


Dismissal may take place if the employer terminates the contract of employment, or if a fixed contract of employment expires. It also occurs in cases of constructive dismissal (breach of contract by the employer leading to the employee's resignation); or deemed dismissal in the case of refusal to allow a woman back to work after maternity leave.

It may be contrasted with resignation (as initiated by the employee) which does not amount to dismissal.


In relation to a company, the profit of trading divided among the members in proportion to their shares and in accordance with their rights as shareholders.

Dividends may be payable in respect of preference shares and ordinary shares, the payment first being made in respect of preference shares. There may be both one or more interim dividends as well as a final dividend. Shareholders cannot insist on the payment of dividends, even where the profits are amply sufficient, if the directors decline to declare a dividend, except in the case of fraud. Dividends must be paid in cash unless the Articles of Association of the company state that payment may also be made in e.g. paid up shares or debentures.

Doli incapax

The Latin term "Doli incapax" means, in a UK legal context: "incapable of crime".


The Latin term "Dominium" means, in a UK legal context: "ownership".


The Latin term "Dubitante" means, in a UK legal context: "doubting the correctness of the decision".

Due Diligence

The process by which a purchaser of or an investor in a company or business investigates the records of the target to support its value and find out whether there are "skeletons in the cupboard". Professional reports from accountants and solicitors may be included.

The due diligence process is covered by confidentiality undertakings and supported by warranties.

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