Continuing obligations

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When unlawful distributions and insolvency collide (SSF Realisations Ltd (In Liquidation) v Loch Fyne Oysters Ltd)

The following Corporate news provides comprehensive and up to date legal information on When unlawful distributions and insolvency collide (SSF Realisations Ltd (In Liquidation) v Loch Fyne Oysters Ltd)

Market Tracker weekly highlights—14 January 2021

The following Corporate news provides comprehensive and up to date legal information on Market Tracker weekly highlights—14 January 2021

Market Tracker daily deal round-up

The following Corporate news provides comprehensive and up to date legal information on Market Tracker daily deal round-up

Corporate weekly highlights—14 January 2021

The following Corporate news provides comprehensive and up to date legal information on Corporate weekly highlights—14 January 2021

Featured Corporate content

Scrip dividends

Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, the London Stock Exchange released a notice to give companies guidance on the...

Issue of redeemable shares

A limited company that proposes to issue redeemable shares must comply with the provisions of the Companies Act 2006 (CA 2006).Why do companies issue...

Alternate directors

This Practice Note considers the appointment and removal of alternate directors, their status, powers, duties and liabilities and authority to bind...

Registration of company charges

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...

Practice notes

Comfort letters in a US IPO

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...

9th Nov

In-house

Practice notes

Declaration of a director's interests—the statutory provisions

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...

9th Nov

Practice notes

The Duomatic principle

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...

Produced in partnership with Philip Hinks of 3 Verulam Buildings (3VB) 12th Jan

Practice notes

The effect of a private company redemption of shares, including post-redemption steps

Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some Companies House filing and other administrative procedures have been...

9th Nov

Precedents

Provisional allotment letter

Important-this provisional allotment letter (pal) is of value and is negotiable. It requires your immediate attention. The offer expires at [insert...

9th Nov

Practice notes

Class 1 transactions—fundamentals

This document provides accessible practical guidance and links to more comprehensive content in relation to class 1 transactions undertaken by UK...

9th Nov

Practice notes

The Prospectus Regulation—key changes in comparison to the Prospectus Directive regime

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....

9th Nov

Practice notes

Amending the articles of association

This Practice Note summarises the procedure to amend or change a company’s articles of association in accordance with the Companies Act 2006 (CA...

9th Nov

Practice notes

Removal of a company secretary

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...

9th Nov

Practice notes

Protection of minority members—a quick guide

A minority member in a company does not have much power to influence its management or any majority member(s) and, therefore, sometimes their...

9th Nov

Practice notes

The Quoted Companies Alliance (QCA) Corporate Governance Code

The Quoted Companies Alliance (QCA) is an independent membership organisation that champions the interests of small to mid-sized quoted companies. One...

9th Nov

Practice notes

Demergers—an introduction for corporate lawyers

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...

9th Nov

Practice notes

Redenomination of share capital

Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some Companies House filing and other administrative procedures have been...

9th Nov

Precedents

Share Dealing Rules—The Model Code under the Listing Rules (deleted under the Market Abuse Regulation)

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...

9th Nov

Practice notes

Changes in share capital—accounting treatment

It is a fundamental rule of English company law that a limited company having a share capital must maintain that capital. This capital maintenance...

Produced in partnership with Tessa Park of Moore Kingston Smith 12th Jan

Precedents

Exclusivity letter—private M&A—share purchase

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see...

9th Nov

Most recent Continuing obligations content

Practice notes

Insider lists

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...

15th Jan

Practice notes

Misleading statements, misleading impressions and market manipulation

BREXIT: 11pm (GMT) on 31 December 2020 (‘IP completion day’) marked the end of the Brexit transition/implementation period entered into following the...

15th Jan

Precedents

The Chartered Governance Institute model terms of reference—risk committee

This document has been reproduced by kind permission of The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI),...

14th Jan

Practice notes

Directors’ remuneration—quoted and unquoted traded companies

This Practice Note outlines the regulatory framework for remuneration of directors of quoted and unquoted traded companies against the current...

14th Jan

Practice notes

Market Abuse Regulation—insider dealing

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...

14th Jan

Practice notes

Directors’ remuneration—institutional investor guidelines

BackgroundThe remuneration of quoted company executive directors is subject to greater shareholder, media and political scrutiny than ever before.In...

14th Jan

Practice notes

Listing Rules requirements—the annual financial report

Chapter 9 of the Listing Rules (LRs) of the Financial Conduct Authority (FCA) imposes various continuing obligations on a company with a premium...

14th Jan

Practice notes

Share incentives aspects of MAR and related guidance

Implementation of MAR in the UKRegulation (EU) No 596/2014, the Market Abuse Regulation ( MAR), originally came into force on 3 July 2016 and was...

14th Jan

Practice notes

The UK Corporate Governance Code

This Practice Note summarises the application, purpose and provisions of the UK Corporate Governance Code (UKCG Code), which is administered by the...

14th Jan

Practice notes

Policing and enforcement of the UK Listing Regime

This Practice Note focuses on the policing and enforcement of the UK Listing Regime by the FCA. It covers the FCA’s powers against an issuer in...

14th Jan

Practice notes

The corporate governance statement

The UK Corporate Governance Code (UKCG Code) sets out standards of good practice in relation to leadership and effectiveness of the board of...

14th Jan

Practice notes

Regulatory information services

This Practice Note looks at the regulatory information services regime through which an issuer whose transferable securities are admitted to trading...

Produced in partnership with Danette Antao of Hogan Lovells and Maegen Morrison of Hogan Lovells 13th Jan

Practice notes

Share buybacks by way of tender offer—public companies

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...

12th Jan

Practice notes

Listed and public company issues—share and asset purchases

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...

12th Jan

Practice notes

Reverse takeovers

This Practice Note focuses on the regulatory requirements applicable where a company with a standard or premium listing on the Official List of the...

12th Jan

Precedents

Memorandum on the responsibilities and obligations of a director of a premium listed company

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...

12th Jan

Practice notes

Brexit—UK Market Abuse Regulation—guide to the changes for corporate lawyers

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...

12th Jan

Practice notes

Listing Rules—employee share schemes aspects

Brexit: For details of the potential impact of Brexit on the Listing Rules, see Practice Note: Brexit—UK listing and prospectus regime.Introduction to...

11th Jan

Practice notes