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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
Precedents
Clause 1.1 —Add the following definition: PIK Notes means Payment in Kind Notes; [Loan note...
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19th May
Practice notes
Shareholder resolutionsThe agreement of the members of a company is required to make certain changes to a company, such as amending its constitution,...
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19th May
Practice notes
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...
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19th May
Practice notes
Disclosure Guidance and Transparency Rules trackerLast updated March 2021Tracker overviewThis Disclosure Guidance and Transparency Rules (DTR) tracker...
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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
Equity warrants—private companyThis Practice Note provides an overview of equity warrants in the context of private company investment. Listed equity...
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19th May
Practice notes
The Transparency DirectiveThis Practice Note provides an overview of the implementation of and key changes introduced by the EU Transparency Directive...
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Produced in partnership with Mr Darragh Connell of Forum Chambers 19th May
Practice notes
The unquoted companies regimeThe rules governing annual accounts and reports of unquoted companies are set out in:•Part 15 of the Companies Act 2006...
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19th May
Q&As
Will a redesignation of shares constitute a variation of class rights?A redesignation of shares involves a change in the name of some or all of a...
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Produced in partnership with Julian Henwood of Gowling WLG 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
Practice notes
Takeover Code—Rule 3—Independent adviceThis Resource Note outlines the main provisions of Rule 3 of The City Code on Takeovers and Mergers (Code),...
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19th May
Practice notes
Drafting and negotiating ancillary documents in a share purchase transactionThis Practice Note is part of the Share purchase transaction toolkit.In...
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19th May
Practice notes
Break fees—share purchaseThe nature and purpose of break feesBreak fees are generally designed to compensate one party’s legal and professional costs...
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19th May

Most recent A company's directors content

Q&As
What are the key potential tax and legal implications of having a non-UK director on the board of directors of a UK company?Before introducing a...
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1st Aug
Q&As
Can the shareholders of a company remove an obstructive chair at a general meeting?A member can be elected as the chair of a general meeting, pursuant...
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1st Aug
Q&As
Is a director who is going to be removed under CA 2006, s 168 entitled to notice of the general meeting?It is assumed the company is a private company...
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1st Aug
Q&As
Can a director delegate his authority qua director to an attorney by an LPA?Business LPAsA business LPA (BLPA) allows the donor to appoint an attorney...
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1st Aug
Q&As
What are the consequences of removing a director from office by ordinary resolution where the statutory procedure (specifically in relation to notice...
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1st Aug
Q&As
Will a director of a private company with Table A articles automatically be removed as a director on his incapacity? What happens if there are only...
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1st Aug
Q&As
What are the consequences of an alternate director being invalidly appointed? What are the roles and responsibilities of alternate directors?As...
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1st Aug
Q&As
Can a director appoint an alternate director and should a company notify Companies House of the appointment of an alternate director?The Companies Act...
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31st Jul
Q&As
Coronavirus (COVID-19)—do the furlough provisions apply to company directors and members of LLPs?The Coronavirus (COVID-19) Job Retention Scheme...
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31st Jul
Q&As
What different types of director are there?There are a number of different types of director. The definition of director in the Companies Act 2006 (CA...
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31st Jul
Q&As
What are the quorum requirements for board meetings where a company’s articles of association are silent?Except for the requirement to keep board...
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31st Jul
Q&As
What happens if a corporate director goes into administration? Does the company remain a corporate director and do the administrators assume the power...
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31st Jul
Q&As
Can the appointment or termination of a director take effect retrospectively?Appointment of a directorAs set out in Practice Note: Appointment,...
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31st Jul
Q&As
Is the process for removal of a director under the Companies Act, s 168 different if the company is limited by guarantee?The procedure for removal of...
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31st Jul
Q&As
Can a director be removed for failure to attend board meetings for several months?The reasons why a director may not have attended or otherwise taken...
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31st Jul
Q&As
What is the default position where a company’s articles of association contain no valid procedure for appointing directors?Traditionally, company law...
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31st Jul
Q&As
Who is an officer of a company?The term ‘officer of the company’ is widely referred to throughout company law, most especially in relation to...
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31st Jul
Q&As
How does an individual consent to act as a director?Section 100 of the Small Business, Enterprise and Employment Act 2015 amended section 167 of the...
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31st Jul

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