Completion and post-completion

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Practice notes
A guide to cash box placingsThis Practice Note explains the cash box structure and the principles behind its use in connection with a proposed placing...
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Produced in partnership with Danette Antao of Hogan Lovells and Maegen Morrison of Hogan Lovells 19th May
Practice notes
AIM Rules for Companies—Rules 12, 13, 14, 15 and 16—disclosure of corporate transactionsThis Resource Note outlines the main provisions of Rules 12,...
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19th May
Precedents
Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...
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19th May
Precedents
Clause 1.1 —Add the following definition: PIK Notes means Payment in Kind Notes; [Loan note...
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19th May
Practice notes
Shareholder resolutionsThe agreement of the members of a company is required to make certain changes to a company, such as amending its constitution,...
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19th May
Practice notes
Demergers—an introduction for corporate lawyersA demerger is a transaction whereby a business carried on by a company within a group is taken out of...
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19th May
Practice notes
Continuing obligations—vote holder and issuer notification rules (DTR 5)This Practice Note focuses on the notification obligations of holders of...
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19th May
Practice notes
The effect of a private company redemption of shares, including post-redemption stepsCoronavirus (COVID-19): Following the coronavirus (COVID-19)...
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19th May
Practice notes
Acting in concertProduced with input from Rebecca Cousin of Slaughter and May on market practice.This Practice Note summarises the rules and guidance...
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19th May
Practice notes
Directors’ responsibilities statements—company accountsA company's annual report and accounts will often include an appropriate description of...
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19th May
Q&As
Will a redesignation of shares constitute a variation of class rights?A redesignation of shares involves a change in the name of some or all of a...
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Produced in partnership with Julian Henwood of Gowling WLG 19th May
Q&As
What is the process for a redesignation of shares?This Q&A examines how a company may carry out a redesignation of shares, meaning a change in the...
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19th May
Practice notes
Financial assistance—a quick guideThe Companies Act 2006 (CA 2006) prohibits: •a public company (or its subsidiary) from giving financial assistance...
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19th May
Practice notes
Break fees—share purchaseThe nature and purpose of break feesBreak fees are generally designed to compensate one party’s legal and professional costs...
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19th May
Practice notes
Class rights and variation of class rightsA company having a share capital may have separate classes of shares. As a general rule, a type of share...
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19th May
Precedents
Project [insert project name]Prepared for [Insert addressee name][Insert date of report]INDEXReportA. IntroductionB. Executive summaryC. Detailed...
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19th May

Most recent Completion and post-completion content

Practice notes
Completion and post-completion issues—asset purchaseThis Practice Note describes the legal and practical issues involved in successfully completing a...
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27th Jul
Precedents
Assignment of intellectual property rights (asset purchase) (short form)This Agreement is made on [insert date] (the Commencement Date) between the...
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25th Jul
Precedents
Intellectual property licence (asset purchase) (short form)This Agreement is made on [insert date] (Commencement Date) between the following parties...
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25th Jul
Precedents
Intellectual property licence (asset purchase) (long form)This Agreement is made on [insert date] (Commencement Date) between the following parties...
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25th Jul
Precedents
Assignment of intellectual property rights (asset purchase) (long form)IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit...
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25th Jul
Precedents
Notice of assignment of contract—asset purchaseheaded notepaper of seller/assignorTo: [Insert name and address of contractual counterparty][insert...
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21st Jul
Precedents
Seller’s power of attorney (signing)—asset purchase (corporate seller)1Appointment and powersWe, [insert company name], a company incorporated in...
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21st Jul
Precedents
Request for consent to assignment of contract—asset purchaseheaded notepaper of seller/assignorTo: [Insert name and address of contractual...
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21st Jul
Precedents
Novation agreement—long formThis Agreement is made on [date]Parties1[insert name of party] [of OR a company incorporated in [England and Wales] under...
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Produced in partnership with Jon Chapman of Clarkslegal LLP 16th Jun
Precedents
Assignment agreementThis AGREEMENT is made on [date]Parties1[insert name of Assignor] [of OR a company incorporated in [England and Wales] under...
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16th Jun
Precedents
Deed of release: for a debenture or mortgage—single company security provider—full or partial releaseThis Deed is made on [insert day and month]...
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14th Jun
Q&As
Is it possible to structure a single power of attorney to be granted by several different donor companies?A power of attorney (POA) is a formal...
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5th Jun
Precedents
Transfer of environmental permits1DefinitionsContamination•means the presence at any time of any Hazardous Substances in the soil and water at or...
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Produced in partnership with ELM Law 5th Jun
Precedents
Completion checklist/list of documents—asset purchase[Acquisition OR Sale] of [insert name/description of target business]List of completion...
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5th Jun
Precedents
Notice to employees of change of employer—asset purchaseTo: [Insert employee name and address][Insert date]Dear [Insert employee name]Notice of change...
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5th Jun
Precedents
Letter of non-crystallisation of a floating charge under a security agreement[ON HEADED NOTEPAPER OF CHARGEE][insert the name and address of the...
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5th Jun
Practice notes
A practical guide to exchange and completion—share and asset purchasesPrivate M&A transactions, whether they be for the sale and purchase of a company...
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5th Jun

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