Corporate joint ventures

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Practice notes
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...
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9th Nov
Practice notes
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...
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Produced in partnership with Philip Hinks of 3 Verulam Buildings (3VB) 12th Jan
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
Precedents
Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...
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9th Nov
Practice notes
Coronavirus (COVID-19) IMPACT: Certain filing and registration deadlines are extended by temporary measures introduced to mitigate the consequences of...
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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
This Practice Note explains the cash box structure and the principles behind its use in connection with a proposed placing by a public limited company...
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Produced in partnership with Danette Antao of Hogan Lovells and Maegen Morrison of Hogan Lovells 12th Jan
Practice notes
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....
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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 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 12th Jan
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
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
Precedents
DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see...
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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 Corporate joint ventures content

Precedents
Insert new articles 45 and 46 in Precedent: Articles of association—private limited company or new articles 70 and 71 in Precedent: Articles of...
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15th Apr
Precedents
This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of shareholder] of [insert address]; 2[Insert name of...
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14th Apr
Precedents
Amendments to Precedents: Articles of association—joint venture company—deadlock (50:50) and Articles of association—joint venture...
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9th Apr
Precedents
Insert the following reserved matters list as a schedule to the joint venture shareholders’ agreement:The ScheduleReserved Matters1The change of its...
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9th Apr
Precedents
Article 1.2Delete ‘27–29 (transmission of shares)’ from this Article.Article 2.1Insert new definition as follows:Permitted Transferee means, in...
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9th Apr
Precedents
The Directors[insert company name][insert company address][insert date]Dear [Company name OR Directors][Insert company name][Limited OR PLC] (the...
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9th Apr
Precedents
COMPANY NUMBER: [insert company number] [insert company name] limitedMinutes of a meeting of the board of directors (the Meeting) of [insert full name...
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9th Apr
Precedents
joint venture shareholders’ agreementInsert the following as new definitions (if not already included) in the joint venture shareholders’ agreement:A...
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9th Apr
Precedents
Insert the following reserved matters list as a schedule to the joint venture shareholders’ agreement:The ScheduleReserved Matters1The change of its...
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9th Apr
Precedents
This Agreement is made on [insert day and month] 20[insert year]Parties1[insert name of first shareholder] incorporated in England and Wales under...
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9th Apr
Precedents
Company number: [insert company number][insert company name] LimitedMinutes of a meeting of the board of directors (the Meeting) of [insert full name...
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9th Apr
Precedents
Insert the following as new definitions (if no already included) in the joint venture shareholders’ agreement:Parties•means the parties to this...
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9th Apr
Precedents
Amendments to Precedent: Articles of association—joint venture company—deadlock (50:50) and Articles of association—joint venture...
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9th Apr
Precedents
This Deed of adherence is made on [insert day and month] 20[insert year]PARTIES1[Insert name of company in which the shares are held] incorporated in...
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9th Apr
Precedents
Joint venture between [insert name of first shareholder] ([A]) and [insert name of second shareholder] ([B])[Agreed form] [list OR List] of...
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9th Apr
Precedents
joint venture shareholders’ agreementInsert the following as new definitions (if not already included) in the joint venture shareholders’ agreement:A...
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9th Apr
Precedents
Ordinary resolution—approving a disposal to the joint venture company and the creation of a joint ventureTHAT [the proposed transfer by the Company of...
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9th Apr
Precedents
company number: [insert company number][insert company name] LimitedMinutes of a meeting of the board of directors (the Meeting) of [insert full name...
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9th Apr
Precedents
Company number: [insert company number][insert company name] LimitedMinutes of a meeting of the board of directors (the Meeting)of [insert full name...
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9th Apr
Precedents
Insert the following as new definitions (if not already included) in the joint venture shareholders’ agreement:Compulsory Transfer Event•has the...
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9th Apr

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