The new prohibition of upward-only rent review clauses marks a significant shift in the real estate landscape. For airport operators, understanding the scope of the reforms and the mitigation options available will be essential to protecting non-aeronautical income streams in the years ahead.
The new law
On 29 April 2026, the English Devolution and Community Empowerment Act 2026 received Royal Assent, introducing new provisions that prohibit upward-only rent review clauses (UORRs) in all new commercial leases in England and Wales. The ban applies to all business tenancies — whether or not they have security of tenure — across all property sectors, including retail, industrial, office, hotels, logistics, and mixed-use, and extends to renewal leases and landlord put options entered into after the ban takes effect.
Any rent review provision that guarantees a minimum percentage uplift irrespective of market conditions or the change in a reference factor (such as CPI/RPI), or that prevents the reviewed rent from falling below any previously agreed level, will be void. The ban is not yet fully in force and will be implemented by secondary legislation, expected in 2027, though a retrospective element is already in force applying to certain renewal options entered into on or after 17 March 2026.
Impact on the airport sector
Airport property portfolios have traditionally been regarded as a low-risk asset class, with UORRs providing strong income certainty. However, by introducing the real possibility of downward rental adjustments, the prohibition represents a material change to property as an income stream for airport operators.
Under the new regime, commercial risk will be more fairly allocated between landlord and tenant, with rents more closely tracking market conditions. However, the picture for airport operators is not uniformly bleak. Space within an airport is at a premium, meaning operators can generally command higher rents. In the absence of a UORR, open market rent reviews may still deliver upward or, at worst, flat rental outcomes given sustained demand. In practice, negotiations are likely to continue to be shaped by the scarcity of space and high demand that already characterises airport real estate.
Mitigation options
Airport operators have a range of options available to protect their income in the post-ban environment. For example, shorter lease terms can limit exposure to downward rent movements and allow rents to be reset at regular intervals in line with market conditions; expanding the use of concession agreements for non-retail occupational arrangements may also provide a route to preserving rental increases (provided such agreements are drafted carefully to avoid falling within the scope of the ban's anti-avoidance provisions); and a further option is the inclusion of a factor-linked "top-up" mechanism, whereby a fixed base rent is supplemented by an additional payment triggered when a variable factor exceeds an agreed threshold - thereby preserving a baseline rent whilst retaining the prospect of income growth.
Importantly, existing portfolios are not immediately impaired, and leases entered into prior to April 2026 will retain their UORR clauses for the remainder of their terms.
For tailored advice on how these reforms may affect your airport property portfolio and how best to structure your leasing strategy going forward, please contact our Commercial Property team.
