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When unlawful distributions and insolvency collide (SSF Realisations Ltd (In Liquidation) v Loch Fyne Oysters Ltd)

The following Corporate news provides comprehensive and up to date legal information on When unlawful distributions and insolvency collide (SSF Realisations Ltd (In Liquidation) v Loch Fyne Oysters Ltd)

Market Tracker weekly highlights—14 January 2021

The following Corporate news provides comprehensive and up to date legal information on Market Tracker weekly highlights—14 January 2021

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

Corporate weekly highlights—14 January 2021

The following Corporate news provides comprehensive and up to date legal information on Corporate weekly highlights—14 January 2021

Featured Corporate content

Scrip dividends

Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, the London Stock Exchange released a notice to give companies guidance on the...

Directors’ remuneration

Company directors are not, by virtue only of their office as director, automatically entitled under company law to remuneration for services as a...

Alternate directors

This Practice Note considers the appointment and removal of alternate directors, their status, powers, duties and liabilities and authority to bind...

Comfort letters in a US IPO

This Practice Note provides an overview of the purpose, content and scope of a comfort letter prepared by the auditors of a company preparing to offer...

Practice notes

Declaration of a director's interests—the statutory provisions

A director who is in any way, directly or indirectly, interested in:•a proposed transaction or arrangement with the company of which they are a...

9th Nov

Practice notes

Fiduciary duties of directors

This Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the best interests of the company,...

9th Nov

Practice notes

Intention to float announcements in Main Market and AIM IPOs

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...

Produced in partnership with Louise Wolfson. 12th Jan

Precedents

Anti-embarrassment clause—share purchase agreement

Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...

9th Nov

Practice notes

Company records—a company's statutory registers

Coronavirus (COVID-19) IMPACT: Certain filing and registration deadlines are extended by temporary measures introduced to mitigate the consequences of...

9th Nov

Precedents

Provisional allotment letter

Important-this provisional allotment letter (pal) is of value and is negotiable. It requires your immediate attention. The offer expires at [insert...

9th Nov

Practice notes

Unregistered companies

What is an unregistered company?An unregistered company is a rare form of incorporated company that is not formed or registered under the Companies...

9th Nov

In-house

Practice notes

Class 1 transactions—fundamentals

This document provides accessible practical guidance and links to more comprehensive content in relation to class 1 transactions undertaken by UK...

9th Nov

Practice notes

The Prospectus Regulation—key changes in comparison to the Prospectus Directive regime

The Prospectus Regulation (EU) 2017/1129 came into force on 20 July 2017 and its provisions came fully into effect in Member States on 21 July 2019....

9th Nov

Practice notes

Class rights and variation of class rights

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...

9th Nov

In-house

Practice notes

The Quoted Companies Alliance (QCA) Corporate Governance Code

The Quoted Companies Alliance (QCA) is an independent membership organisation that champions the interests of small to mid-sized quoted companies. One...

9th Nov

Practice notes

Sub-division and consolidation of shares

Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some Companies House filing and other administrative procedures have been...

9th Nov

Practice notes

Redenomination of share capital

Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some Companies House filing and other administrative procedures have been...

9th Nov

Precedents

Share Dealing Rules—The Model Code under the Listing Rules (deleted under the Market Abuse Regulation)

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...

9th Nov

Precedents

Retention account provisions—share purchase agreement

Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-buyer—corporate...

9th Nov

Practice notes

Corporate representatives

As a corporation (as defined) has no physical presence, it must appoint an individual to attend and act on its behalf at a general meeting of a...

9th Nov

Most recent Company disclosures, records and registers content

Practice notes

Offences under the Money Laundering Regulations 2017 (MLR 2017)

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...

Produced in partnership with Michael Potts of Byrne and Partners LLP 15th Jan

Practice notes

Introduction to the EU GDPR and UK GDPR

On 31 January 2020, the UK ceased to be a member of the EU and EEA. This Practice Note introduces:•the General Data Protection Regulation, Regulation...

14th Jan

In-house

Practice notes

Company disclosures, records and registers—glossary of terms

AAnnual returnUp to and including 29 June 2016, a company (and limited liability partnership) had a duty to deliver an annual return to Companies...

12th Jan

Practice notes

MLD4—key provisions for financial services firms—one minute guide

BREXIT: 11pm (GMT) on 31 December 2020 (‘IP completion day’) marked the end of the Brexit transition/implementation period entered into following the...

11th Jan

Practice notes

Reporting on payment practices and performance: criminal offences

This Practice Note sets out and examines the criminal offences created by the Reporting on Payment Practices and Performance Regulations 2017 (RPPPR...

Produced in partnership with Jenny Barker of Peters & Peters 11th Jan

Practice notes

Failure to prevent the criminal facilitation of tax evasion—the offences

This Practice Note discusses the two ‘failure to prevent’ corporate criminal offences created by the Criminal Finances Act 2017 (CFA 2017):•CFA 2017,...

Produced in partnership with Rhys Meggy of QEB Hollis Whiteman 11th Jan

Q&As

A debenture has been filed and accepted on the charges register at Companies House. In the party particulars of the debenture, it refers to the old registered office for the company against whom the charge is registered. At the time the document was signed and dated, the registered office had changed. Does this pose a problem for enforcement of the charge should that need to occur?

A debenture is a written agreement between a lender and a borrower giving security (whether by fixed or floating charge) over the assets of a company,...

Produced in partnership with Chris Bryden of 4 King’s Bench Walk 8th Jan

Q&As

Might a lender holding a legal mortgage (or Scottish pledge) of shares be a PSC?

Might a lender holding a legal mortgage (or Scottish pledge) of shares be considered a PSC?Based on a direct interpretation of the conditions...

Produced in partnership with XXIV Old Buildings 8th Jan

Scottish Law

Practice notes

Registration of company charges

The regime for registering charges created by a company at Companies House, as described in this Practice Note, is set out in Part 25 of the Companies...

5th Jan

Practice notes