This Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the best interests of the company,...
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...
Coronavirus (COVID-19) IMPACT: Certain filing and registration deadlines are extended by temporary measures introduced to mitigate the consequences of...
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...
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...
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...
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,...
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...
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...
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...
Produced with input from Rebecca Cousin of Slaughter and May on market practice.This Practice Note looks at the detailed procedures to be followed to...
What is a demerger?A demerger is a type of corporate reconstruction that divides businesses carried on by a company (or group of companies) so that,...
A demerger means the separation of a company’s business into two or more parts, typically carried on by successor companies under the same ownership...
The reasons why a company might carry out a demerger, and the different ways in which a demerger may be structured, are described in Practice Notes:...
This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of HoldCo] incorporated in [England and Wales OR [insert country...
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...
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,...
Produced with input from Rebecca Cousin of Slaughter and May on market practice.This Practice Note explains the nature of a scheme of arrangement in a...
Schemes of arrangement—definition and basis in statuteA scheme of arrangement is a court-sanctioned compromise between a company and its creditors or...
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