If you are about to sign a lease on a unit, or your current lease is coming up for review, the phrase "upward-only rent review" is one worth understanding before you put your name to anything. It sits quietly in the small print, and it decides whether your rent can ever come down again once it goes up.
For a restaurant, cafe or takeaway, rent is one of the few costs you cannot renegotiate mid-term. The review basis you agree at the start follows you for the life of the lease. This guide explains, in plain terms, what an upward-only rent review is, whether it is still legal in Ireland, and how to work out if your own lease is bound by one.
Key takeaways
- An upward-only rent review is a lease clause that lets the rent be revised at set intervals, but the rent can only stay the same or rise - never fall, even if open-market rents in your area have dropped.
- They are banned in new leases. For any commercial lease created on or after 28 February 2010, section 132 of the Land and Conveyancing Law Reform Act 2009 requires a rent review to allow the rent to move up, down, or stay the same (Reddy Charlton, 2024).
- The ban is not retrospective. If your lease was signed before 28 February 2010, a valid upward-only clause in it still stands and remains enforceable (Peter O'Connor & Son, 2026).
- Most reviews happen every five years, and reset the rent either to open-market value or to an agreed index such as the Consumer Price Index (Peter O'Connor & Son, 2026).
- The review basis matters most before you sign, in a market where 150 food-led businesses closed in the first quarter of 2025 alone (Restaurants Association of Ireland, 2025).
What is an upward-only rent review?
An upward-only rent review is a clause in a commercial lease that lets the landlord revise the rent at fixed points during the term, on the condition that the rent can only stay the same or increase - it can never be reduced. The name says it exactly: the review only ever moves in one direction.
The practical effect is simple and one-sided. If open-market rents in your area rise between reviews, your rent rises to match. If they fall, your rent does not follow it down - you keep paying the higher figure until the next review, when the same one-way ratchet applies again. Over a long lease, that can leave a tenant paying well above the going rate for a similar unit down the street, with no mechanism to correct it.
That imbalance is why the clause became so contentious in Ireland after the 2008 property crash, when market rents dropped sharply but many tenants stayed locked into rents set at the top of the market.
Is an upward-only rent review still legal in Ireland?
For new leases, no. The law changed with section 132 of the Land and Conveyancing Law Reform Act 2009, which came into force on 28 February 2010 (Peter O'Connor & Son, 2026). As one Irish firm puts it, "since the enactment of section 132 of the Land and Conveyancing Law Reform Act 2009 'upwards only' rent reviews are prohibited in all leases created after 28 February 2010" (O'Neill & Co, 2024).
The section works by rewriting how a review clause is read. Section 132 provides that any rent-review clause in a lease caught by the ban is to be construed as allowing the rent to be reviewed upwards or downwards, or to remain the same (Reddy Charlton, 2024). In other words, even if the wording on the page still says "upward only", the courts read it as a two-way review. An upward-only clause in a lease created since that date cannot be enforced (Peter O'Connor & Son, 2026).
Does the ban apply to my lease?
This is the question that matters, and the answer turns on one date: when your lease was created.
The ban is not retrospective. Leases signed before 28 February 2010 can still contain valid upward-only clauses, so many older commercial tenancies remain bound by them (Peter O'Connor & Son, 2026). If you took over a long lease that predates the cut-off - or you are trading under a tenancy your predecessor signed years ago - an upward-only review in it is likely still live and enforceable.
So the first thing to establish is the date the lease was created, not the date you moved in or last paid rent. If it is on or after 28 February 2010, section 132 protects you: any review must be able to move the rent down as well as up. If it predates that, check the exact wording of the clause with a solicitor, because you may be exposed to a one-way review.
One important nuance: a genuinely new lease entered into after the commencement date is caught by the ban even where an older agreement or guarantee sat behind it. The courts have confirmed that section 132 applies to a new lease entered into after 28 February 2010, and have signalled they will interpret the section strictly to uphold the ban (Reddy Charlton, 2024). If you are renewing or being offered a fresh lease now, you fall on the protected side of the line.
How does a rent review actually work?
Whether upward-only or two-way, most Irish commercial leases set a review on a fixed cycle. Reviews are commonly held every five years, though shorter or longer periods appear too (Peter O'Connor & Son, 2026). Between reviews, the rent is fixed - it does not drift up with inflation month to month.
There are two common ways the new rent is worked out:
- Open-market review. The rent is reset to the current market rent for a similar property in a similar location (Peter O'Connor & Son, 2026). This is where valuers on each side compare recent lettings, and where disputes end up at arbitration if the two figures are far apart.
- Index-linked review. The rent moves in line with an agreed index, most often the Consumer Price Index (Peter O'Connor & Son, 2026). This is more predictable, but it can still ratchet the rent up steadily in a high-inflation stretch.
On a post-2010 lease, whichever basis you use, the outcome can go either way: parties may agree a lower or higher rent, or hold it at the same level, depending on the review of market conditions (O'Neill & Co, 2024).
Why the review basis matters for your margins
Rent is an occupancy cost, and unlike most of your outgoings it is locked for the term. You can switch energy supplier, re-tender your insurance, or tighten your food ordering, but you cannot renegotiate the rent-review basis once the lease is signed. That makes the clause you agree at the start one of the most consequential numbers in your business.
The stakes are higher because everything around rent has been climbing. The Restaurants Association of Ireland reported 150 food-led businesses shutting their doors in the first three months of 2025 alone, with 65% of respondents reporting a decline in financial performance in 2024 compared with the previous year, as insurance and utility bills climbed by 32.89% and 25.81% respectively over the 2022-to-2025 period (Restaurants Association of Ireland, 2025). Against that backdrop, an upward-only clause on an older lease is a genuine risk: if trade softens and market rents ease, your rent still cannot fall to meet you.
If you are trying to bring your total cost base under control, rent is one line in a much wider picture. It is worth reading it alongside the other big overheads - see our guide to cutting Irish restaurant overheads in 2026, the numbers on what the 9% hospitality VAT rate is worth to your venue, and the practical steps for controlling food costs.
What to check before you sign or renew
Before you commit to a lease, or agree a renewal, work through these:
- Confirm the creation date. Establish whether the lease is created on or after 28 February 2010, because that determines whether section 132's two-way protection applies.
- Read the review clause word for word. Note the review frequency, whether it is open-market or index-linked, and any cap or collar on how far the rent can move.
- Model the worst case. Ask your valuer what the rent could be at the next review if the market runs against you, and whether the business still works at that number.
- Get a solicitor to check the section 132 position. On any older lease, this is the single most valuable half-hour of advice you can buy.
- Look at break options and assignment terms, so you are not trapped if the occupancy cost becomes unsustainable.
Rent is the cost you cannot renegotiate mid-term, so it pays to keep the costs you can control as lean as possible. Taking more of your orders directly, rather than handing a commission to a third party on every one, is one lever that stays in your hands - a simple direct-ordering page on your own website, like the ones DineHere builds from a photo of your menu, keeps more of each order in the business. That does not lower the rent, but it widens the margin that has to cover it.
Frequently asked questions
What is an upward-only rent review in plain English?
It is a lease clause that lets the rent be reviewed at fixed intervals but only ever go up or stay the same, never down - so if market rents fall, your rent does not.
Are upward-only rent reviews legal in Ireland in 2026?
Not in new leases. For any commercial lease created on or after 28 February 2010, section 132 of the Land and Conveyancing Law Reform Act 2009 requires reviews to be able to move up or down (Reddy Charlton, 2024).
My lease is from 2015 - can my rent still go up only?
No. A lease created after 28 February 2010 is caught by the ban, so any review must be capable of reducing the rent as well as raising it (O'Neill & Co, 2024).
My lease is from 2008 - am I stuck with an upward-only clause?
Possibly. The ban is not retrospective, so leases signed before 28 February 2010 can still contain valid upward-only clauses (Peter O'Connor & Son, 2026). Have a solicitor check the exact wording.
How often is commercial rent reviewed in Ireland?
Most leases set a review every five years, though shorter or longer periods appear too (Peter O'Connor & Son, 2026).
What does an open-market rent review mean?
The rent is reset to the current market rent for a similar property in a similar location, usually assessed by valuers on each side (Peter O'Connor & Son, 2026).
Can rent actually go down at a review on a post-2010 lease?
Yes. On a lease caught by section 132, the parties may agree a lower or higher rent, or hold it the same, depending on market conditions at the review (O'Neill & Co, 2024).
Does the ban apply if I take a brand-new lease now?
Yes. A new lease entered into after 28 February 2010 is subject to section 132, and the courts apply the section strictly (Reddy Charlton, 2024).
What is an index-linked rent review?
The rent moves in line with an agreed index, most commonly the Consumer Price Index, rather than being reset to open-market value (Peter O'Connor & Son, 2026).
What is the single most important thing to check before signing?
The date the lease is created and the exact wording of the review clause - together they tell you whether your rent can ever fall, and how far it could rise.
