Corporate joint ventures

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Practice notes
The Quoted Companies Alliance (QCA) is an independent membership organisation that champions the interests of small to mid-sized quoted companies. One...
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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 summarises the procedure to amend or change a company’s articles of association in accordance with the Companies Act 2006 (CA...
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9th Nov
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
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 ratchet in private equity is a mechanism to vary the amount of equity held by founders, managers and employees post-investment.In a venture capital...
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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
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
Precedents
Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...
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9th Nov
Practice notes
Why restore a company to the register?When a company has been struck off it may be possible for an interested person to make an application to the...
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9th Nov
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
The agreement of the members of a company is required to make certain changes to a company, such as amending its constitution, name or share capital,...
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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
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...
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9th Nov
Practice notes
This Practice Note considers the appointment and removal of alternate directors, their status, powers, duties and liabilities and authority to bind...
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9th Nov
Practice notes
Company directors are not, by virtue only of their office as director, automatically entitled under company law to remuneration for services as a...
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9th Nov

Most recent Corporate joint ventures content

Q&As
This Q&A deals with the question of whether it is possible to provide that one class of shares in a company shall carry enhanced voting rights. It...
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Produced in partnership with Kirstin Gilbert and Alex McPherson of Ignition Law 9th Feb
Q&As
Good leaver/bad leaver provisionsGood or bad leaver provisions are conventionally included in the company's articles of association rather than in the...
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9th Feb
Q&As
It is rare for the joint venture company to be a party to a joint venture shareholders’ agreement (except perhaps in some joint ventures between a...
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Produced in partnership with Julian Henwood of Gowling WLG 8th Jan
Practice notes
This Checklist gives an overview of the immigration matters that should be considered on a relevant transfer under the Transfer of...
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8th Jan
Q&As
There are two principal advantages in funding a joint venture company by way of debt rather than equity. However, these advantages need to be...
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Produced in partnership with Julian Henwood of Gowling WLG 8th Jan
Q&As
A company has a great deal of flexibility in relation to the content of its articles of association and, although the names of directors could be...
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6th Dec
Q&As
How voting rights attachIn general terms there are two ways that voting rights attach to shares, either:•by virtue of a provision in a shareholders’...
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6th Dec
Q&As
Doctrine of privityAt common law, the doctrine of privity provides that only the parties to a contract may take the benefit of or be burdened by its...
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6th Dec
Q&As
The terms of a joint venture or private equity transaction will typically be set out in the articles of association of the relevant company and the...
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6th Dec
Q&As
A drag along right is typically used to compel minority shareholder(s) to sell their shares if a specified number of ordinary shareholders (usually...
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6th Dec
Q&As
Shareholders in a private company will often wish to control, as far as possible, who becomes a fellow shareholder in the company. This is often...
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6th Dec
Q&As
For a discussion of the Listing Rule requirements for related party transactions applicable to listed companies, see Practice Note: Related party...
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6th Dec
Q&As
What is a cross option agreement?The purpose of a cross option agreement is to provide a mechanism for the transfer of the legal and beneficial...
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6th Dec
Q&As
In this Q&A, we have assumed that the company in question is a private company limited by shares.Shares are personal property and as such they are...
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6th Dec
Q&As
Leaver provisions are often seen in the context of companies which have private equity or venture capital investment. These are provisions where by...
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6th Dec
Precedents
1 For the purposes of this clause, a Deadlock shall be deemed to have occurred if: 1.1 a matter relating to or affecting...
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26th Sep
Precedents
ALTERNATIVE 1: PROVISION FOR FUTURE LOANS BY SHAREHOLDERS Clause 1 Insert a new definition as follows (if not already...
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26th Sep
Precedents
Alternative 1: texas shoot out (SEALED BID) Clause 15 Replace clauses 15.3, 15.4, 15.5 and 15.6 with the following new clauses...
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26th Sep

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