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Practice notes
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...
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Produced in partnership with Louise Wolfson. 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
Practice notes
The underwriters or initial purchasers in an international securities offering will customarily require that the issuer's accountants provide one or...
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Produced in partnership with Peter Kohl of Hogan Lovells International LLP 12th Jan
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
This Practice Note explains the cash box structure and the principles behind its use in connection with a proposed placing by a public limited company...
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Produced in partnership with Danette Antao of Hogan Lovells and Maegen Morrison of Hogan Lovells 12th Jan
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
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
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 focuses on how a company secretary of a public company (as defined) or a private company (as defined) may be removed.It does not...
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9th Nov
Practice notes
This Practice Note examines the law and practice on giving irrevocable commitments or undertakings or letters of intent in the context of a public...
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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
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
Please note that this precedent is for information only and is a memorandum setting out the details of the Model Code that was contained in the...
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9th Nov
Practice notes
This Practice Note outlines the written resolution method directors may adopt to take decisions instead of holding board meetings. It also considers...
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9th Nov
Practice notes
It is a fundamental rule of English company law that a limited company having a share capital must maintain that capital. This capital maintenance...
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Produced in partnership with Tessa Park of Moore Kingston Smith 12th Jan
Precedents
The [Secretary OR Directors][insert company name][insert company address][Insert date]Dear [[insert name] OR Company Secretary]Re: [insert company...
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9th Nov

Most recent Directors and company secretaries content

Precedents
IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...
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25th Feb
Practice notes
This guidance, dated July 2012, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI) to provide an...
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25th Feb
Practice notes
This guidance, dated May 2011, was produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI) to provide...
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25th Feb
Practice notes
The non-executive director (NED) is not a statutory creation and is, essentially, a creature of corporate governance. There is no legal distinction in...
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25th Feb
Q&As
There is no legal distinction in the Companies Act 2006 between executive and non-executive directors and between different categories of executive...
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25th Feb
Practice notes
This guidance, dated July 2017, produced by The Chartered Governance Institute (formerly known as ICSA: The Gover...
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25th Feb
Practice notes
DefinitionA public company must have a company secretary (as required by section 271 of the Companies Act 2006 (CA 2006)), who must have the requisite...
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25th Feb
Practice notes
A director of a company limited by shares is exposed to a wide range of potential liabilities that could arise as a result of their acts or omissions...
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25th Feb
Practice notes
A director of a company limited by shares is exposed to a wide range of potential liabilities that could arise as a result of their acts (or...
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25th Feb
Practice notes
This paper, dated August 2020, was produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI) to provide...
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25th Feb
Practice notes
This guidance, dated January 2013, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI), suggests...
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25th Feb
Practice notes
This guidance, dated July 2013, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI), is intended...
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25th Feb
Practice notes
This guidance, dated July 2013, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institut...
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25th Feb
Practice notes
This guidance, dated October 2004, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Instit...
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25th Feb
Precedents
This is a model board resolution on independent professional advice, produced by CGI. This document has been reproduced by kind permission of The...
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25th Feb
Precedents
This document has been reproduced by kind permission of The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI),...
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25th Feb
Precedents
Coronavirus (COVID-19) and the Corporate Insolvency and Governance Act 2020This content is affected by changes to UK insolvency laws made in response...
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23rd Feb
Practice notes
This Practice Note assumes the following:•the corporate vehicle for the joint venture is a private limited liability company•none of the shareholders...
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22nd Feb
Practice notes
AAlternate directorAn individual (whether another director or any other person) appointed by a director to exercise that director’s powers and carry...
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22nd Feb
Practice notes
This Practice Note describes the criminal offences that are of most relevance to company directors, and:•focuses on offences which an individual...
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16th Feb

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