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Practice notes
Comfort letters in a US IPOThis Practice Note provides an overview of the purpose, content and scope of a comfort letter prepared by the auditors of a...
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19th May
Practice notes
Form of transfer of sharesThere are a number of circumstances in which shares in a company may be transferred, eg upon a sale of the shares, through...
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19th May
Practice notes
Sale of treasury sharesA limited company may hold, or deal with, shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006)...
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19th May
Q&As
What is the definition of body corporate as used in s 1159 of the Companies Act 2006?Section 1159 of the Companies Act 2006 (CA 2006), for the...
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19th May
Precedents
Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...
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19th May
Practice notes
The Quoted Companies Alliance (QCA) Corporate Governance CodeThe Quoted Companies Alliance (QCA) is an independent membership organisation that...
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19th May
Practice notes
Disclosure Guidance and Transparency Rules requirements—the annual financial reportThis Practice Note discusses the requirements of the Disclosure...
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Produced in partnership with Tessa Park of Moore Kingston Smith 19th May
Practice notes
Directors’ decision-making—written resolutions and decisions by sole directorsThis Practice Note outlines the written resolution method directors may...
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19th May
Practice notes
The Duomatic principleThe principle definedCompany decisions are made by way of resolutions of the shareholders. There are three ways in which a...
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Produced in partnership with Philip Hinks of 3 Verulam Buildings (3VB) 19th May
Practice notes
Continuing obligations—vote holder and issuer notification rules (DTR 5)This Practice Note focuses on the notification obligations of holders of...
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19th May
Practice notes
Acting in concertProduced with input from Rebecca Cousin of Slaughter and May on market practice.This Practice Note summarises the rules and guidance...
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19th May
Q&As
Can a capital contribution/gift by a shareholder be treated as distributable reserves?The issue is whether capital contributions or gifts by a...
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Produced in partnership with Brenda Hannigan of Southampton University 19th May
Practice notes
The Prospectus Regulation—key changes in comparison to the Prospectus Directive regimeThis Practice Note provides an overview of the implementation of...
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19th May
Practice notes
Directors’ responsibilities statements—company accountsA company's annual report and accounts will often include an appropriate description of...
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19th May
Practice notes
General meetings—notice requirements for private and unlisted public companiesA general meeting must satisfy certain requirements set out in the...
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19th May
Practice notes
Financial assistance—a quick guideThe Companies Act 2006 (CA 2006) prohibits: •a public company (or its subsidiary) from giving financial assistance...
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19th May

Most recent Corporate introductory materials content

Practice notes
Company secretarial resourcesThis Practice Note provides a navigational guide and further links to the company secretarial resources available within...
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31st Jul
Practice notes
Glossary of restructuring and insolvency termsThis glossary explains many of the terms commonly used in the restructuring & insolvency market. Terms...
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30th Jul
Practice notes
Negotiating a share purchase agreement (SPA)—training materialsThese training materials consist of template PowerPoint slides that can be used as the...
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30th Jul
Practice notes
Share transfers—fundamentalsThe focus of this Practice Note is the transfer of the legal title in certificated shares upon a sale that is not a share...
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30th Jul
Practice notes
PSC register—training materialsSeveral aspects of the PSC regime are impacted by Brexit. For further details see Practice Note: PSC register—the...
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30th Jul
Practice notes
Secondary equity offers—training materialsThese training materials consist of template PowerPoint slides that can be used as the basis of one or more...
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30th Jul
Practice notes
Company constitution—fundamentalsThis note provides an oversight of the law and practice relating to company constitution, with links to relevant...
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30th Jul
Practice notes
Share buybacks—a quick guideA limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are...
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30th Jul
Practice notes
Deadlock—fundamentalsA deadlock is where parties to an agreement have an irreconcilable conflict and are therefore unable to reach agreement. This...
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30th Jul
Practice notes
Equity capital markets—glossary of termsIP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period...
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30th Jul
Practice notes
Corporate governance—fundamentalsThe following paragraph from the Cadbury Report has been the generally accepted definition of corporate governance...
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30th Jul
Practice notes
Holding a general meeting—fundamentalsThere are two forms of general meetings under the Companies Act 2006 (CA 2006): general meetings and annual...
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30th Jul
Practice notes
Directors' remuneration—training materialsThese training materials consist of template PowerPoint slides that can be used as the basis of one or more...
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30th Jul
Practice notes
Protection of minority members—a quick guideA minority member in a company does not have much power to influence its management or any majority...
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30th Jul
Practice notes
PSC register—fundamentalsThe people with significant control (PSC) register gives more accurate and current information on who ultimately owns and...
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30th Jul
Practice notes
Incorporating a limited company—fundamentalsCoronavirus (COVID-19): Following the COVID-19 outbreak, some Companies House filing and other...
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30th Jul
Practice notes
Setting up a company—training materialsThese training materials consist of template PowerPoint slides that can be used as the basis of one or more...
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30th Jul
Practice notes
Public company takeovers—bid planning by offeror—training materialsThese training materials consist of template PowerPoint slides that can be used as...
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30th Jul
Practice notes
Corporate joint ventures—glossary of termsAAlternate directorAn individual (whether another director or any other person) appointed by a director to...
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30th Jul
Practice notes
Audit—fundamentalsIn the UK, the audit of accounts and reports is governed by the Companies Act 2006 (CA 2006), Parts 16 and 42.Under CA 2006, s 475,...
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30th Jul

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