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Practice notes
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
Practice notes
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 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 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 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 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...
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19th May
Practice notes
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 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 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—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
Practice notes
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 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’ approvalThe Companies Act 2006 (CA 2006) contains provisions that restrict and...
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19th May
Practice notes
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 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 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?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?As noted in...
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31st Jul
Q&As
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?Many...
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31st Jul
Q&As
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...
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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?Many businesses are closing their...
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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...
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31st Jul
Q&As
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...
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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?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...
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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...
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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?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?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?A...
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31st Jul
Precedents
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

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