Corporate governance

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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
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
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. 9th Nov
Precedents
Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...
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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 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 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 is part of the Share purchase transaction toolkit.In order to effect all aspects of the transaction, each share purchase...
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9th Nov
Practice notes
This Practice Note examines the law and practice on giving irrevocable commitments or undertakings or letters of intent in the context of a public...
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9th Nov
Practice notes
A demerger is a transaction whereby a business carried on by a company within a group is taken out of that group and run under separate management but...
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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
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 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 considers the unique contractual status of the articles of association between the company and its members, primarily under s 33(1)...
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9th Nov
Practice notes
It is a fundamental rule of English company law that a limited company having a share capital must maintain that capital. This capital maintenance...
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Produced in partnership with Tessa Park of Moore Kingston Smith 9th Nov
Precedents
The [Secretary OR Directors][insert company name][insert company address][Insert date]Dear [[insert name] OR Company Secretary]Re: [insert company...
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9th Nov

Most recent Corporate governance content

Practice notes
A selection of the key guidance issued by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute), the Association of...
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25th Nov
Practice notes
The following paragraph from the Cadbury Report has been the generally accepted definition of corporate governance since 1992:'Corporate governance is...
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25th Nov
Practice notes
AABISee Association of British Insurers.Association of British InsurersA trade association of the UK insurance industry, with a focus on corporate...
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25th Nov
Practice notes
This Practice Note summarises the application, purpose and provisions of the UK Corporate Governance Code (UKCG Code), which is administered by the...
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25th Nov
Practice notes
The UK Corporate Governance Code (UKCG Code), which is issued and administered by the Financial Reporting Council (FRC) is the benchmark for good...
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25th Nov
Practice notes
Brexit impactAs of exit day (31 January 2020) the UK is no longer an EU Member State. However, in accordance with the Withdrawal Agreement, the UK has...
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Produced in partnership with CLT Envirolaw 25th Nov
Practice notes
This Practice Note covers the statutory, regulatory and corporate governance framework for directors’ remuneration reports (including the directors’...
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20th Nov
Practice notes
General role and responsibility of a non-executive director (NED)For information about the roles and responsibilities of NEDs, see Practice Note:...
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19th Nov
Practice notes
BackgroundThe remuneration of quoted company executive directors is subject to greater shareholder, media and political scrutiny than ever before.In...
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19th Nov
Practice notes
These training materials consist of template PowerPoint slides that can be used as the basis of one or more training seminars in relation to...
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19th Nov
Practice notes
The UK Corporate Governance Code (UKCG Code) of the Financial Reporting Council (FRC) is the benchmark for good governance of listed companies. It...
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19th Nov
Practice notes
Coronavirus (COVID-19): This Practice Notice contains guidance that may be affected by the coronavirus (COVID-19) outbreak, specifically in relation...
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19th Nov
Practice notes
This Resource Note outlines the main provisions of Section 3 of the UK Corporate Governance Code (UKCG Code), on ‘Composition, succession and...
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19th Nov
Practice notes
This Resource Note outlines the main provisions of Section 5 of the UK Corporate Governance Code (UKCG Code), on ‘Remuneration’, and highlights...
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19th Nov
Practice notes
The corporate governance frameworkThe principal framework for corporate governance in the UK is the UK Corporate Governance Code (UKCG Code). Under...
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19th Nov
Practice notes
The UK Corporate Governance Code (UKCG Code) recommends that companies with a premium listing of equity shares in the UK establish a remuneration...
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Produced in partnership with Ruth Bender of Cranfield School of Management 19th Nov
Practice notes
This Resource Note outlines the main provisions of Section 1 (Leadership and Purpose) of the UK Corporate Governance Code (UKCG Code) and highlights...
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19th Nov
Practice notes
All companies (other than small companies) must prepare a strategic report for each financial year.CA 2006, s 415 requires all companies also to...
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19th Nov
Practice notes
This Practice Note is a summary of the key legal developments that are expected to impact the corporate governance regime during 2020 and beyond. It...
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18th Nov
Practice notes
Key drivers for voluntary environmental reportingA company may choose to report on environmental matters:•to gain a better understanding of its...
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Produced in partnership with CLT Envirolaw 18th Nov

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