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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
IntroductionA most favoured nation (MFN) clause entitles an investor to have visibility of side letter entitlements of other investors in the private...
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Produced in partnership with William Jones of RPC 12th Jan
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
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 document provides accessible practical guidance and links to more comprehensive content in relation to class 1 transactions undertaken by UK...
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9th Nov
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
The underwriters or initial purchasers in an international securities offering will customarily require that the issuer's accountants provide one or...
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Produced in partnership with Peter Kohl of Hogan Lovells International LLP 12th Jan
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
Coronavirus (COVID-19) IMPACT: Certain filing and registration deadlines are extended by temporary measures introduced to mitigate the consequences of...
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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 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
What is a company's constitution?A company’s 'constitution' is defined under the Companies Act 2006 (CA 2006) as including:•the company’s articles of...
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9th Nov
Practice notes
Produced with input from Rebecca Cousin of Slaughter and May on market practice.This Practice Note summarises the rules and guidance in relation to...
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9th Nov
Practice notes
A limited company that proposes to issue redeemable shares must comply with the provisions of the Companies Act 2006 (CA 2006).Why do companies issue...
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9th Nov

Most recent Clause bank for corporate lawyers content

Q&As
As noted in Practice Note: Forming enforceable contracts—authority, section 43 of the Companies Act 2006 (CA 2006) provides that the following have...
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15th Feb
Q&As
By way of example, is it possible to have a master sale and purchase agreement governed by English law pursuant to which one party agrees to assign or...
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3rd Feb
Q&As
Execution of deeds by companiesDocuments executed as deeds must be expressed as being executed by the company. A document will be deemed to be...
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18th Jan
Precedents
Intellectual Property Rights means copyright, rights related to copyright such as moral rights and performers rights, patents,...
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8th Jan
Q&As
The Companies Act 2006 defines an ‘overseas company’ as any company incorporated outside the UK. An overseas company has to be registered at Companies...
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24th Dec
Q&As
A company can execute a document in a number of ways. Our precedent: Execution clause—company—contract provides examples of different methods of...
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6th Dec
Q&As
A power of attorney (POA) is a formal instrument, executed by deed, by which a legal person (the donor) gives another legal person or persons (the...
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6th Dec
Q&As
The issue of conclusivity may arise as regards to a conflict between the name and registered number of a company on the face of one or more documents....
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6th Dec
Q&As
In Re Armstrong Brands Ltd (in administration), a floating charge was signed by a director of a company but left undated. It was not in fact dated...
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6th Dec
Precedents
Tax or Taxation...
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26th Sep
Precedents
1 Confidentiality clause—mutual—using in-clause definitions Authorised Persons has the meaning given to it in clause...
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26th Sep
Precedents
1 Costs and expenses—each party to bear its own—short form Each party shall pay its own costs and expenses incurred in...
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26th Sep
Precedents
1 Notices—long form 1.1 Any notice[ or other communication] given by a party under this agreement shall be: ...
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26th Sep
Precedents
Option 1—deed executed by an overseas company under its common seal, where one authorised signatory must sign the document that the...
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26th Sep
Precedents
Option 1—contract signed on behalf of an overseas company, where the authorised signatory is an individual Signed by [insert name...
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26th Sep
Precedents
Option 1—deed executed by each partner in the presence of a witness Executed as a deed by [insert name of partner] for and on...
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26th Sep
Precedents
Option 1—deed executed by a limited liability partnership under its common seal, where the limited liability partnership agreement...
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26th Sep
Precedents
Option 1—contract signed on behalf of a limited liability partnership Signed by [insert name of member or other authorised...
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26th Sep
Precedents
Option 1—deed executed by an individual general partner in the presence of a witness Executed as a deed by [insert name of...
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26th Sep
Precedents
Option 1—deed executed by an individual in the presence of a witness Executed as a deed by [insert name of individual] in the...
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26th Sep

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