A guide to share purchase agreementsThis Practice Note provides an overview of the agreement for the sale and purchase of shares in a private limited...
De facto and shadow directorsDefinition of 'director'The Companies Act 2006 (CA 2006) broadly defines a director as 'any person occupying the position...
Tailoring a shelf companyA person wishing to set up a new company has the following options:•they can incorporate a new company in accordance with the...
Alternate directorsThis Practice Note considers the appointment and removal of alternate directors, their status, powers, duties and liabilities and...
G20/OECD Principles of Corporate GovernanceThis Practice Note discusses the Principles of Corporate Governance (Principles) published by the Group of...
The Prospectus Regulation—key changes in comparison to the Prospectus Directive regimeThis Practice Note provides an overview of the implementation of...
The Transparency DirectiveThis Practice Note provides an overview of the implementation of and key changes introduced by the EU Transparency Directive...
Sub-division and consolidation of sharesIP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period...
Insider listsThis Practice Note considers the obligation of an issuer who issues or proposes to issue financial instruments which are within the scope...
Notifying changes in share capital to Companies House—statement of capitalCoronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some...
Financial assistance—a quick guideThe Companies Act 2006 (CA 2006) prohibits: •a public company (or its subsidiary) from giving financial assistance...
Can the Topco resolutions required to effect a section 110 demerger, be passed as written resolutions?A (Insolvency Act 1986) section 110 arrangement...
Insolvency Act 1986 s 110 arrangementsThis Practice Note covers: •what arrangements under Insolvency Act 1986 (IA 1986), s 110 (a s 110 arrangement)...
Statutory demergersThis Practice Note is about the tax implications of a statutory demerger.It is possible to carry out a demerger by a company (the...
Tax issues on a scrip or stock dividendWhat is a scrip dividend and why do companies make them?A scrip dividend, also referred to as a scrip or stock...
Liquidation demergersThis Practice Note is about the tax implications of liquidation demergers, also known as section 110 demergers, after section 110...
Share incentives considerations on a demergerWhat is a demerger?A demerger is a type of corporate reconstruction that divides businesses carried on by...
Reduction of capital demerger agreementThis Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of HoldCo] incorporated in...
Dividends—the legal frameworkCoronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, an increasing number of UK companies are expected...
Demergers—an introduction for corporate lawyersA demerger is a transaction whereby a business carried on by a company within a group is taken out of...
Do you have Precedents that can be used in an indirect demerger to separate out assets?A ‘demerger’ is a transaction whereby a business carried on by...
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