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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

Summary judgment in deferred consideration claim despite permission to proceed with fraudulent breach of warranty counterclaim (Arani v Cordic Group)

The following Corporate news provides comprehensive and up to date legal information on Summary judgment in deferred consideration claim despite permission to proceed with fraudulent breach of warranty counterclaim (Arani v Cordic Group)

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

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

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...

A company’s constitution

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...

Alternate directors

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

Registration of company charges

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...

Practice notes

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...

9th Nov

In-house

Practice notes

The Duomatic principle

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...

Produced in partnership with Philip Hinks of 3 Verulam Buildings (3VB) 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

Insider lists

This Practice Note considers the obligation of an issuer who issues or proposes to issue financial instruments which are within the scope of the...

9th Nov

Practice notes

The effect of a private company redemption of shares, including post-redemption steps

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

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

SAS 72 comfort letters in international securities offerings for non-US lawyers

The underwriters or initial purchasers in an international securities offering will customarily require that the issuer's accountants provide one or...

Produced in partnership with Peter Kohl of Hogan Lovells International LLP 12th Jan

Practice notes

Amending the articles of association

This Practice Note summarises the procedure to amend or change a company’s articles of association in accordance with the Companies Act 2006 (CA...

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

Removal of a company secretary

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...

9th Nov

Practice notes

Drafting and negotiating ancillary documents in a share purchase transaction

This Practice Note is part of the Share purchase transaction toolkit.In order to effect all aspects of the transaction, each share purchase...

9th Nov

Practice notes

Irrevocable commitments and letters of intent

This Practice Note examines the law and practice on giving irrevocable commitments or undertakings or letters of intent in the context of a public...

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

Practice notes

Directors’ decision-making—written resolutions and decisions by sole directors

This Practice Note outlines the written resolution method directors may adopt to take decisions instead of holding board meetings. It also considers...

9th Nov

In-house

Precedents

Exclusivity letter—private M&A—share purchase

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see...

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 Corporate introductory materials content

Practice notes

Protection of minority members—a quick guide

A minority member in a company does not have much power to influence its management or any majority member(s) and, therefore, sometimes their...

8th Apr

Practice notes

Accounts and reports—fundamentals

In accordance with Part 15 of the Companies Act 2006 (CA 2006) all companies must produce accounts, but the statutory requirements to be met in...

8th Apr

Practice notes

Private M&A (share sale and asset sale)—glossary of terms

AAccounts date dealOn an accounts date deal for a share purchase, the buyer will determine the purchase price by reference to the previous set of...

8th Apr

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...

8th Apr

Practice notes

Takeovers—glossary of terms

References in this glossary to Rules and Notes are to the rules of, and notes to, The City Code on Takeovers and Mergers (Code) and references to the...

8th Apr

Practice notes

Company constitution—fundamentals

This note provides an oversight of the law and practice relating to company constitution, with links to relevant commentary and...

8th Apr

Practice notes

Forms of business vehicle—fundamentals

It is important that the most appropriate form of vehicle is chosen to carry on a business; the choice of vehicle may have a bearing on the business’s...

8th Apr

Practice notes

Directors and company secretaries—glossary of terms

AAlternate directorAn individual (whether another director or any other person) appointed by a director to exercise that director’s powers and carry...

8th Apr

Practice notes

Re-registration of companies—glossary of terms

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

8th Apr

Practice notes

Reduction of capital—a quick guide

It is a fundamental rule of English company law that a limited company having a share capital must maintain that capital. Therefore, a company must...

Produced in partnership with Christopher Field of Dechert 8th Apr

Practice notes

Company incorporation—glossary of terms

AAlternative record-keepingProvisions in Part 8 of the Companies Act 2006 (CA 2006), as inserted by Schedule 5 of The Small Business, Enterprise and...

8th Apr

Practice notes

Corporate joint ventures—glossary of terms

AAlternate directorAn individual (whether another director or any other person) appointed by a director to exercise that director’s powers and carry...

8th Apr

Practice notes

Demergers—glossary of terms

BBuy outThis is the purchase of a company or a controlling interest in a corporation’s shares. This often happens when a company’s existing managers...

8th Apr

Practice notes

Share capital—glossary of terms

AAIMA securities market owned and operated by the London Stock Exchange plc, with lighter entry requirements and continuing obligations than the main...

8th Apr

Practice notes

Members’ meetings and resolutions—glossary of terms

AABISee Association of British Insurers.Accounts meetingThe particular general meeting of the company at which its annual accounts and reports are (or...

8th Apr

Practice notes

Financial assistance—a quick guide

The Companies Act 2006 (CA 2006) prohibits: •a public company (or its subsidiary) from giving financial assistance for the acquisition by a person of...

8th Apr

Practice notes

Striking off, dissolution and restoration—glossary of terms

AAdministrative restorationThe administrative restoration procedure was introduced by the Companies Act 2006 (CA 2006) as a simpler way to restore a...

8th Apr

Practice notes

Companies and other forms of business vehicle—glossary of terms

AArticles of associationGenerally referred to simply as the articles. The principal constitutional document of a company (see also Memorandum of...

8th Apr

Practice notes

Accounts and reports—glossary of terms

Brexit impactThe UK corporate reporting framework may be affected by Brexit. For further details of its impact, see Brexit—accounts and...

8th Apr

Practice notes

Public company takeovers quiz

This Practice Note contains links to our public company takeovers quiz, which tests users’ knowledge on various aspects of the UK takeover regime. The...

8th Apr