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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

Climate related disclosures for UK financial institutions—new UK mandatory requirements

The following Banking & Finance news provides comprehensive and up to date legal information on Climate related disclosures for UK financial institutions—new UK mandatory requirements

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

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...

Acting in concert

Produced with input from Rebecca Cousin of Slaughter and May on market practice.This Practice Note summarises the rules and guidance in relation to...

A company’s constitution

What is a company's constitution?A company’s 'constitution' is defined under the Companies Act 2006 (CA 2006) as including:•the company’s articles of...

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

Intention to float announcements in Main Market and AIM IPOs

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...

Produced in partnership with Louise Wolfson. 12th Jan

Practice notes

Company restoration—restoration by court order

Why restore a company to the register?When a company has been struck off it may be possible for an interested person to make an application to the...

9th Nov

Practice notes

Insider lists

This Practice Note considers the obligation of an issuer who issues or proposes to issue financial instruments which are within the scope of the...

9th Nov

Practice notes

Company records—a company's statutory registers

Coronavirus (COVID-19) IMPACT: Certain filing and registration deadlines are extended by temporary measures introduced to mitigate the consequences of...

9th Nov

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

Unregistered companies

What is an unregistered company?An unregistered company is a rare form of incorporated company that is not formed or registered under the Companies...

9th Nov

In-house

Practice notes

SAS 72 comfort letters in international securities offerings for non-US lawyers

The underwriters or initial purchasers in an international securities offering will customarily require that the issuer's accountants provide one or...

Produced in partnership with Peter Kohl of Hogan Lovells International LLP 12th Jan

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

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

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

Directors’ decision-making—written resolutions and decisions by sole directors

This Practice Note outlines the written resolution method directors may adopt to take decisions instead of holding board meetings. It also considers...

9th Nov

In-house

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

Practice notes

Corporate representatives

As a corporation (as defined) has no physical presence, it must appoint an individual to attend and act on its behalf at a general meeting of a...

9th Nov

Most recent Private equity content

Precedents

Share purchase agreement—pro-seller—corporate seller—conditional—long form

This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of selling corporate shareholder] incorporated in [England and...

18th Jan

Precedents

Share purchase agreement—pro-seller—corporate seller—unconditional—long form

This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of selling corporate shareholder] incorporated in [England and...

18th Jan

Precedents

Subscription and shareholders’ agreement—multiple investors

This Agreement is made on [insert date]Parties1[Insert name of company in which the shares are held], incorporated in England and Wales under number...

18th Jan

Precedents

Subscription and shareholders’ agreement—single investor

This Agreement is made on [insert date]Parties1[Insert name of company in which the shares are held], incorporated in England and Wales under number...

18th Jan

Precedents

Investment agreement—multiple investors

This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of company in which the shares are held] incorporated in England...

18th Jan

Precedents

Subscription and shareholders’ agreement—business angel investors—short form

This Agreement is made on [insert date]Parties1[Insert name of investee company] incorporated in England and Wales under number [insert company...

18th Jan

Precedents

Investment agreement—single investor

This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of company in which the shares are held] incorporated in England...

18th Jan

Precedents

Share purchase agreement—pro-buyer—individual sellers—conditional—long form

This Agreement is made on [insert day and month] 20[insert year]Parties1The several persons whose names and addresses are set out in Schedule 1...

18th Jan

Precedents

Share purchase agreement—pro-buyer—corporate seller—conditional—long form

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

18th Jan

Precedents

Share purchase agreement—pro-buyer—individual sellers—unconditional—long form

This Agreement is made on [insert day and month] 20[insert year]Parties1The several persons whose names and addresses are set out in Schedule 1...

18th Jan

Precedents

Share purchase agreement—pro-buyer—corporate seller—unconditional—long form

This Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of selling corporate entity] incorporated in [England and Wales...

18th Jan

Practice notes

Institutional Limited Partners Association—Private Equity Principles—financial reporting and other fund disclosures

This Practice Note provides an overview of best practice guidance relating to financial reporting and other disclosures made by private equity funds...

18th Jan

Practice notes

Drafting and negotiating preliminary documents in private equity buyout transactions

This Practice Note is part of the Lexis®PSL Corporate private equity buyout transaction toolkit.Once the parties have agreed the broad terms of a...

18th Jan

Practice notes

Preparing for and conducting the completion meeting in a private equity buyout transaction

This Practice Note is part of the Lexis®PSL Corporate private equity buyout transaction toolkit.At completion, the requisite formalities to complete...

18th Jan

Practice notes

Venture capital investment

Venture capital is a type of private equity investment provided to early stage, start-up businesses with little or no operating history.Background to...

18th Jan

Practice notes

Reporting on the findings of the due diligence review in a private equity buyout transaction

This Practice Note is part of the Lexis®PSL Corporate private equity buyout transaction toolkit.The reporting processEach adviser engaged to conduct...

18th Jan

Practice notes

Financial assistance—a quick guide

The Companies Act 2006 (CA 2006) prohibits: •a public company (or its subsidiary) from giving financial assistance for the acquisition by a person of...

18th Jan

Practice notes

Class rights and variation of class rights

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...

18th Jan

In-house

Practice notes

Buyouts—documentation

The key documents for a buyout are:•a sale and purchase agreement•articles of association for the investee company or its parent company which will...

18th Jan

Practice notes