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Latest Corporate News

Market Tracker daily deal round-up

Market Tracker daily deal round-up

The following Corporate news provides comprehensive and up to date legal information on Market Tracker daily deal round-up

Derivative claims—conditional permission should not be granted where claimant lacks standing (Boston Trust Company Ltd v Verhoef)

Derivative claims—conditional permission should not be granted where claimant lacks standing (Boston Trust Company Ltd v Verhoef)

The following Corporate news provides comprehensive and up to date legal information on Derivative claims—conditional permission should not be granted where claimant lacks standing (Boston Trust Company Ltd v Verhoef)

Market Tracker daily deal round-up

Market Tracker daily deal round-up

The following Corporate news provides comprehensive and up to date legal information on Market Tracker daily deal round-up

Henderson v Henderson considered in context of unfair prejudice proceedings (Taylor Goodchild Ltd v Taylor and Scott Taylor Law Ltd)

Henderson v Henderson considered in context of unfair prejudice proceedings (Taylor Goodchild Ltd v Taylor and Scott Taylor Law Ltd)

The following Corporate news provides comprehensive and up to date legal information on Henderson v Henderson considered in context of unfair prejudice proceedings (Taylor Goodchild Ltd v Taylor and Scott Taylor Law Ltd)

Featured Corporate content

Fiduciary duties of directors

Fiduciary duties of directors

Fiduciary duties of directorsThis Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the...

Directors’ remuneration

Directors’ remuneration

Directors’ remunerationCompany directors are not, by virtue only of their office as director, automatically entitled under company law to remuneration...

Registration of company charges

Registration of company charges

Registration of company chargesThe regime for registering charges created by a company at Companies House, as described in this Practice Note, is set...

Issue of redeemable shares

Issue of redeemable shares

Issue of redeemable sharesA limited company that proposes to issue redeemable shares must comply with the provisions of the Companies Act 2006 (CA...

Practice notes

Comfort letters in a US IPO

Comfort letters in a US IPOThis Practice Note provides an overview of the purpose, content and scope of a comfort letter prepared by the auditors of a...
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19th May
tag iconIn-house
Practice notes

Amending the articles of association

Amending the articles of associationThis Practice Note summarises the procedure to amend or change a company’s articles of association in accordance...
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19th May
Practice notes

Companies limited by guarantee

Companies limited by guaranteeWhat is a company limited by guarantee?Limited companies can be either limited by shares or by guarantee. A company...
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19th May
Practice notes

Separate legal personality and the corporate veil

Separate legal personality and the corporate veilCorporate legal personality—the Salomon principleA properly formed registered company is a separate...
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19th May
Practice notes

Disclosure Guidance and Transparency Rules requirements—the annual financial report

Disclosure Guidance and Transparency Rules requirements—the annual financial reportThis Practice Note discusses the requirements of the Disclosure...
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Produced in partnership with Tessa Park of Moore Kingston Smith 19th May
Practice notes

Authorised share capital—continued relevance

Authorised share capital—continued relevanceThe allotment of shares is governed by the Companies Act 2006 (CA 2006). The requirements that apply...
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19th May
Q&As

Can the board of a co-operative and community benefit society (a registered society) delegate powers to any third party, and can the registered society grant a power of attorney to a third party to execute documents on its behalf?

Can the board of a co-operative and community benefit society (a registered society) delegate powers to any third party, and can the registered...
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19th May
Practice notes

Class 1 transactions—fundamentals

Class 1 transactions—fundamentalsThis document provides accessible practical guidance and links to more comprehensive content in relation to class 1...
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19th May
Practice notes

Tailoring a shelf company

Tailoring a shelf companyA person wishing to set up a new company has the following options:•they can incorporate a new company in accordance with the...
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19th May
Practice notes

G20/OECD Principles of Corporate Governance

G20/OECD Principles of Corporate GovernanceThis Practice Note discusses the Principles of Corporate Governance (Principles) published by the Group of...
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Produced in partnership with Professor Brenda Hannigan of University of Southampton 19th May
Practice notes

Non-executive directors—independence

Non-executive directors—independenceThe concept of independence is key to provisions in the UK Corporate Governance Code (UKCG Code) on board...
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Produced in partnership with Advanced Boardroom Excellence 19th May
tag iconIn-house
Practice notes

Sub-division and consolidation of shares

Sub-division and consolidation of sharesIP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period...
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19th May
Practice notes

Drafting and negotiating ancillary documents in a share purchase transaction

Drafting and negotiating ancillary documents in a share purchase transactionThis Practice Note is part of the Share purchase transaction toolkit.In...
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19th May
Practice notes

Substantial property transactions—requirement to obtain members’ approval

Substantial property transactions—requirement to obtain members’ approvalThe Companies Act 2006 (CA 2006) contains provisions that restrict and...
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19th May
Practice notes

Company restoration—restoration by court order

Company restoration—restoration by court orderWhy restore a company to the register?When a company has been struck off it may be possible for an...
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19th May
Practice notes

Matters reserved for the board

Matters reserved for the boardThe UK Corporate Governance Code (UKCG Code) of the Financial Reporting Council (FRC) sets out standards of good...
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19th May

Most recent Clause bank for corporate lawyers content

Practice notes

The role of boilerplate

The role of boilerplateThis Practice Note discusses the role and importance of the boilerplate clauses in an agreement. It identifies the boilerplate...
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2nd Aug
Q&As

Is it possible to structure a single power of attorney to be granted by several different donor companies?

Is it possible to structure a single power of attorney to be granted by several different donor companies?A power of attorney (POA) is a formal...
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1st Aug
Q&As

Can a manager who is not a director sign a simple contract on behalf of a company? If so, what is required to show authority to sign?

Can a manager who is not a director sign a simple contract on behalf of a company? If so, what is required to show authority to sign?As noted in...
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31st Jul
Q&As

Can an execution block be amended after execution and delivery of a deed? For example, where a document was executed as a deed by a company purporting to act by a director and a power of attorney, but the attorney should have signed as a witness in accordance with section 44 of the Companies Act 2006, can the attestation be changed to refer to the attorney as a witness and is the execution by the company valid?

Can an execution block be amended after execution and delivery of a deed? For example, where a document was executed as a deed by a company purporting...
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31st Jul
Q&As

Can an alternate director sign a deed on behalf of a company?

Can an alternate director sign a deed on behalf of a company?For the purposes of this Q&A, we have assumed the company is incorporated in England and...
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31st Jul
Q&As

My company needs to enter into a document as a deed but everyone is working from home. Is it possible to execute a deed by virtual means?

My company needs to enter into a document as a deed but everyone is working from home. Is it possible to execute a deed by virtual means?Many...
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31st Jul
tag iconCOVID-19
Q&As

Can an overseas company sign an English law contract on behalf of its UK branch?

Can an overseas company sign an English law contract on behalf of its UK branch?The Companies Act 2006 defines an ‘overseas company’ as any company...
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31st Jul
Q&As

What factors impact the choice of English law as the governing law for a new agreement which will directly impact upon the operation of existing agreements subject to other governing law choices?

What factors impact the choice of English law as the governing law for a new agreement which will directly impact upon the operation of existing...
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31st Jul
Q&As

If I can’t meet the people I am contracting with to sign a contract, how do I execute a contract by virtual means?

If I can’t meet the people I am contracting with to sign a contract, how do I execute a contract by virtual means?Many businesses are closing their...
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31st Jul
tag iconCOVID-19
Q&As

Where a director resignation Form TM01 is erroneously filed at Companies House, does this have the effect of resigning the director in fact? If so, would this invalidate the execution of documents by the individual during the period of the erroneously-filed form?

Where a director resignation Form TM01 is erroneously filed at Companies House, does this have the effect of resigning the director in fact? If so,...
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31st Jul
Q&As

If an individual signs a deed when not a director of a limited company, and then subsequently becomes a director of that company, does the initial signature bind the company to the deed? If not, how should the deed be reaffirmed?

If an individual signs a deed when not a director of a limited company, and then subsequently becomes a director of that company, does the initial...
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31st Jul
Q&As

What are the formalities for an attorney executing a deed on behalf of a company?

What are the formalities for an attorney executing a deed on behalf of a company?Execution of deeds by companiesDocuments executed as deeds must be...
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31st Jul
Q&As

Is a power of attorney granted by a company governed by the Powers of Attorney Act 1971 (PAA 1971)? Is a company considered a person for the purposes of PAA 1971?

Is a power of attorney granted by a company governed by the Powers of Attorney Act 1971 (PAA 1971)? Is a company considered a person for the purposes...
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31st Jul
Q&As

Does a director of a corporate shareholder need to sign shareholder written resolutions or can a secretary sign instead?

Does a director of a corporate shareholder need to sign shareholder written resolutions or can a secretary sign instead?A company can execute a...
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31st Jul
Q&As

A shareholder who owned a 50% share of the company entered into an option agreement (not as a deed) with a third party on behalf of the company. He was not a director. Is that adequate, ie is the option agreement enforceable?

A shareholder who owned a 50% share of the company entered into an option agreement (not as a deed) with a third party on behalf of the company. He...
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31st Jul
Q&As

If a company director signed a deed on behalf of Company A and then subsequently resigned prior to the other party signing the deed, is the signature by Company A still valid?

If a company director signed a deed on behalf of Company A and then subsequently resigned prior to the other party signing the deed, is the signature...
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31st Jul
Q&As

Can you provide guidance on whether a company number is more conclusive of identity than the company name?

Can you provide guidance on whether a company number is more conclusive of identity than the company name?The issue of conclusivity may arise as...
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31st Jul
Q&As

Will a stock transfer form executed as a deed, but without a witness, still be valid?

Will a stock transfer form executed as a deed, but without a witness, still be valid?The method of execution required in relation to a stock transfer...
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31st Jul
Q&As

What evidence should be sought to ascertain the status and authority of the person signing a deed as a partner on behalf of a general partnership?

What evidence should be sought to ascertain the status and authority of the person signing a deed as a partner on behalf of a general partnership?A...
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31st Jul
Precedents

Dispute resolution clause

Dispute resolution clause1Dispute resolution—short form1.1If any dispute arises between the parties out of, or in connection with, this Agreement, the...
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30th Jul
tag iconIn-house

Popular documents

Breach of statutory duty

Breach of statutory duty

Breach of statutory dutyThis Practice Note considers claims for damages for breach of statutory duty. For guidance on claims for damages for a negligent breach of duty of care outside a statutory duty, see Practice Notes:•Negligence—when does a duty of care arise?•Negligence—when is the duty of care

Arbitration agreements—definition, purpose and interpretation

Arbitration agreements—definition, purpose and interpretation

Arbitration agreements—definition, purpose and interpretationThis Practice Note considers the nature and scope of arbitration agreements with a particular focus on arbitration agreements pursuant to the law of England and Wales, although it also discusses the concept from an international

Negligence—key elements to establish a negligence claim

Negligence—key elements to establish a negligence claim

Negligence—key elements to establish a negligence claimNegligence—what are the key ingredients to establish a claim in negligence?For liability in negligence to be founded, four key ingredients must be present:•duty of care•breach of that duty•damage (which is caused by the breach)•foreseeability of

Enforcing a warrant of control

Enforcing a warrant of control

Enforcing a warrant of controlThis Practice Note has been produced by enforcement specialists, The Sheriffs Office. It guides users through the process of enforcing a warrant of control obtained from the County Court as a method of enforcing a money judgment; whereby the judgment creditor takes