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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
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
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
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
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
Shares in a company may be allotted or transferred to any number of holders (whether they are natural persons or corporate entities) to be held...
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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 focuses on how a company secretary of a public company (as defined) or a private company (as defined) may be removed.It does not...
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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
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
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
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
This Practice Note outlines the written resolution method directors may adopt to take decisions instead of holding board meetings. It also considers...
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9th Nov
Precedents
Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-buyer—corporate...
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9th Nov
Practice notes
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...
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9th Nov

Most recent Leadership and effectiveness content

Practice notes
Since the report on the recommendations of the government-backed review by Lord Davies of Abersoch of gender diversity on listed company boards was...
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21st Jan
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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21st Jan
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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21st Jan
Precedents
IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...
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18th Jan
Practice notes
IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...
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18th Jan
Practice notes
This guidance, dated July 2017, produced by The Chartered Governance Institute (formerly known as ICSA: The Gover...
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18th Jan
Practice notes
A director of a company limited by shares is exposed to a wide range of potential liabilities that could arise as a result of their acts (or...
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18th Jan
Practice notes
This guidance, dated July 2013, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institut...
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18th Jan
Practice notes
This guidance, dated July 2013, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI), is intended...
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18th Jan
Practice notes
This paper, dated August 2020, was produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI) to provide...
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18th Jan
Practice notes
This guidance, dated January 2013, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI), suggests...
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18th Jan
Practice notes
This guidance, dated October 2004, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Instit...
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18th Jan
Practice notes
DefinitionA public company must have a company secretary (as required by section 271 of the Companies Act 2006 (CA 2006)), who must have the requisite...
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18th Jan
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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17th Jan
Practice notes
This guidance note, dated September 2017, has been produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute)...
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14th Jan
Precedents
This document has been reproduced by kind permission of The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI),...
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14th Jan
Precedents
This document has been reproduced by kind permission of The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI),...
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14th Jan
Precedents
CGI’s sample matters reserved for the board, reproduced in this precedent document, have been extracted from The Chartered Governance Institute...
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14th Jan
Precedents
CGI’s sample due diligence questions for non-executive directors, reproduced in this precedent document, have been extracted from ICSA guidance on...
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14th Jan
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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14th Jan

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