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Precedents
Please note that this precedent is for information only and is a memorandum setting out the details of the Model Code that was contained in the...
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9th Nov
Practice notes
Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some Companies House filing and other administrative procedures have been...
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9th Nov
Practice notes
This Practice Note describes the legal issues that may arise where there is a gap in time between exchange/signing (at which time the share purchase...
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9th Nov
Practice notes
A company having a share capital may have separate classes of shares. As a general rule, a type of share will form a separate class from other shares...
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9th Nov
Practice notes
This Practice Note summarises the procedure to amend or change a company’s articles of association in accordance with the Companies Act 2006 (CA...
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9th Nov
Practice notes
This Practice Note explains the cash box structure and the principles behind its use in connection with a proposed placing by a public limited company...
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Produced in partnership with Danette Antao of Hogan Lovells and Maegen Morrison of Hogan Lovells 12th Jan
Practice notes
A ratchet in private equity is a mechanism to vary the amount of equity held by founders, managers and employees post-investment.In a venture capital...
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9th Nov
Practice notes
What is an unregistered company?An unregistered company is a rare form of incorporated company that is not formed or registered under the Companies...
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9th Nov
Practice notes
This Practice Note considers the obligation of an issuer who issues or proposes to issue financial instruments which are within the scope of the...
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9th Nov
Practice notes
Why restore a company to the register?When a company has been struck off it may be possible for an interested person to make an application to the...
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9th Nov
Practice notes
What is an intention to float announcement?An intention to float announcements (ITF) is generally the first announcement to the public by an issuer of...
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Produced in partnership with Louise Wolfson. 12th Jan
Practice notes
The principle definedCompany decisions are made by way of resolutions of the shareholders. There are three ways in which a resolution of a company may...
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Produced in partnership with Philip Hinks of 3 Verulam Buildings (3VB) 12th Jan
Practice notes
This Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the best interests of the company,...
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9th Nov
Practice notes
This Practice Note provides an overview of the agreement for the sale and purchase of shares in a private limited company (target): the share purchase...
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9th Nov
Practice notes
BREXIT IMPACT: The law as set out in this Practice Note may be affected by Brexit. For further details on the potential impact of Brexit, see Impact...
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9th Nov
Practice notes
Company directors are not, by virtue only of their office as director, automatically entitled under company law to remuneration for services as a...
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9th Nov

Most recent Clause bank for corporate lawyers content

Practice notes
Scots contract law has in many ways become similar to its English counterpart despite their different roots. Some English law concepts, such as undue...
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Produced in partnership with Morton Fraser 8th Apr
Practice notes
The rules regarding execution of documents governed by the laws of Scotland are contained in:•the Requirements of Writing (Scotland) Act 1995 (RW(S)A...
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Produced in partnership with David Blair, Solicitor at Anderson Strathern 8th Apr
Practice notes
This guide sets out the requirements for executing simple contracts in various international jurisdictions. The table provides a quick-reference...
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Produced in partnership with Diego Krischcautzky of Marval, O'Farrell & Mairal. 29th Mar
Practice notes
This guide sets out how e-signatures are used in various international jurisdictions. The table provides a quick-reference summary of whether...
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Produced in partnership with Diego Krischcautzky and Diego Fernández of Marval, O’Farrell & Mairal 26th Mar
Q&As
General powers of attorney are governed by the Powers of Attorney Act 1971 (PAA 1971). A general power of attorney governed by PAA 1971 is the most...
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9th Mar
Precedents
1Process agentParty A irrevocably appoints [name] of [address] in England and Wales as its process agent to receive on its behalf service of process...
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9th Mar
Precedents
1Joint and several liability[Except for clauses [insert],] the liabilities and obligations of [insert names of relevant parties] under this agreement...
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9th Mar
Precedents
1Time to be of the essence of all clausesEach time, date or period referred to in this agreement (including any time, date or period varied by the...
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9th Mar
Precedents
Definitions for Compliance clauseRegulations•means any law, enactment, regulation, and regulatory policy, guideline, requirement and industry code of...
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8th Mar
Precedents
1Equitable relief[Each Party OR Party A] recognises that any breach or threatened breach of this Agreement may cause [the...
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8th Mar
Precedents
1Effective date1.1Effective date (specified future date, date of signature or specified previous date)This Agreement [[takes effect on [insert date]...
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8th Mar
Practice notes
This Practice Note provides practical guidance regarding the requirements of the company seal. Where a company has a seal and it is being utilised,...
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1st Mar
Practice notes
This Practice Note considers the terms ‘best endeavours’, ‘all reasonable endeavours’ and ‘reasonable endeavours’ that are frequently used in...
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1st Mar
Practice notes
IntroductionThis Practice Note discusses the rule against penalties and how it applies to interest rates in commercial contracts, including a...
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26th Feb
Precedents
Bribery laws•means the Bribery Act 2010 [and associated guidance published by the Secretary of State for Ju...
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22nd Feb
Q&As
A partner’s authority to act on behalf of a partnership is based on agency. Each partner is an agent of the partnership and the other partners for the...
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15th Feb
Q&As
For the purposes of this Q&A, we have assumed the company is incorporated in England and Wales and as such the Companies Act 2006 (CA 2006) applies...
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15th Feb
Q&As
Documents executed as deeds must be expressed as being executed by the company. A document will be deemed to be executed as a deed if it is duly...
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15th Feb
Q&As
In answering this Q&A, we have focussed on the general position with regards to the entry into simple contracts (not deeds). We have assumed that the...
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15th Feb

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