Effective general meetings are crucial for ensuring corporate governance and compliance. Our comprehensive guidance equips corporate lawyers with the tools to navigate the intricacies of convening, conducting, and documenting these essential meetings. Stay informed on best practices, regulatory requirements, and strategies to manage shareholder relations and decision-making processes efficiently. Maximise your clients' organisational effectiveness with our expert insights and practical advice tailored to the specialised needs of corporate counsel.
This week's edition of Corporate weekly highlights includes: updated HMLR guidance on dissolved overseas entities, the FCA's assessment of T+1...
HM Land Registry (HMLR) has updated Practice Guide 78—Overseas entities. A new section entitled Dissolution of overseas entities has been added to...
The Financial Conduct Authority (FCA) has published a blog by Jamie Bell, Head of Capital Markets, assessing market participant readiness for the UK's...
Commission Delegated Regulation (EU) 2026/1061, amending Delegated Regulation (EU) 2019/980 on the format, content, scrutiny and approval of...
Separate legal personality and the corporate veilCorporate legal personality—the Salomon principleA properly formed registered company is a separate...
A company’s constitutionWhat is a company's constitution?A company’s 'constitution' is defined under the Companies Act 2006 (CA 2006) as...
Allotment and issue of shares—fundamentalsSTOP PRESS: A significant restructuring of the UK listing regime came into effect on 29 July 2024, which...
Private companies limited by sharesThis Practice Note summarises the main features of a private company limited by shares. It also covers key...
How to appoint one or more corporate representativesAs a corporation (body corporate) has no physical presence, it must appoint an individual to attend and act on its behalf at a general meeting of a company in which it holds shares. This can be done by appointing one or more individuals to act
Written resolutionsThe Companies Act 2006 (CA 2006) prescribes that a private company limited by shares can pass resolutions:•at a general meeting of its shareholders, or•as written resolutions in accordance with the procedure prescribed in the CA 2006Any provisions in a company’s articles of
The Duomatic principleThe principle definedCompany decisions are made by way of resolutions of the shareholders. There are three ways in which a resolution of a company may be validly passed:•by use of the statutory written resolution procedure (for private companies only and subject to specified
How might a shareholder resolution be amended?To understand whether amendments can be made to shareholder resolutions, it is necessary to distinguish between ordinary and special resolutions.Ordinary resolutionsFor companies incorporated on or after 1 October 2009 and adopting the Precedent: Model
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