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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 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
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
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
This Practice Note considers the obligation of an issuer who issues or proposes to issue financial instruments which are within the scope of the...
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9th Nov
Practice notes
What is an unregistered company?An unregistered company is a rare form of incorporated company that is not formed or registered under the Companies...
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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
Shares in a company may be allotted or transferred to any number of holders (whether they are natural persons or corporate entities) to be held...
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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
A minority member in a company does not have much power to influence its management or any majority member(s) and, therefore, sometimes their...
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9th Nov
Practice notes
This Practice Note is part of the Share purchase transaction toolkit.In order to effect all aspects of the transaction, each share purchase...
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9th Nov
Practice notes
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...
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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
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
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

Most recent Directors and company secretaries content

Q&As
The issue is whether the former directors of a company who received payments for loss of office are obliged to provide documentary evidence that the...
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6th Dec
Q&As
We assume that:•each company will be holding its own board meeting to consider and approve the matters•the same directors will be attending each board...
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6th Dec
Q&As
It is assumed that the company is a private company limited by shares.The appointment and termination of appointment of a director will be governed by...
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6th Dec
Q&As
The Companies Act 2006 (CA 2006) contains provisions that restrict and control substantial property transactions entered into between a company and...
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6th Dec
Q&As
There is no requirement under the Companies Act 2006 (CA 2006) for a director to attend an annual general meeting (AGM) which will be considering a...
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6th Dec
Q&As
Position under the Companies Act 2006There are no provisions in the Companies Act 2006 (CA 2006) which prohibit the directors from passing written...
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6th Dec
Q&As
This Q&A considers the situation where a private company limited by shares has only one director and whether that director is required to hold board...
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6th Dec
Q&As
As discussed in Q&A: Can a director appoint an alternate director and should a company notify Companies House of the appointment of an alternate...
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6th Dec
Q&As
Sections 248 and 355 of the Companies Act 2006 (CA 2006) respectively provide that every company shall cause minutes of all proceedings at meetings of...
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6th Dec
Q&As
Before introducing a non-UK tax resident individual as a director of a UK company, the company should obtain advice from UK and non-UK tax advisers to...
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29th Nov

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