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Practice notes
The agreement of the members of a company is required to make certain changes to a company, such as amending its constitution, name or share capital,...
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9th Nov
Practice notes
This Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the best interests of the company,...
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9th Nov
Precedents
Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...
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9th Nov
Precedents
Important-this provisional allotment letter (pal) is of value and is negotiable. It requires your immediate attention. The offer expires at [insert...
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9th Nov
Practice notes
What is an unregistered company?An unregistered company is a rare form of incorporated company that is not formed or registered under the Companies...
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9th Nov
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
Shares in a company may be allotted or transferred to any number of holders (whether they are natural persons or corporate entities) to be held...
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9th Nov
Practice notes
This Practice Note summarises the procedure to amend or change a company’s articles of association in accordance with the Companies Act 2006 (CA...
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9th Nov
Practice notes
This Practice Note describes the legal issues that may arise where there is a gap in time between exchange/signing (at which time the share purchase...
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9th Nov
Practice notes
IntroductionA most favoured nation (MFN) clause entitles an investor to have visibility of side letter entitlements of other investors in the private...
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Produced in partnership with William Jones of RPC 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
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
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
DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see...
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9th Nov
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 General issues content

Practice notes
The National Security and Investment Bill (NSI Bill) seeks to introduce a mandatory foreign direct investment (FDI) notification regime in the UK for...
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5th Mar
Practice notes
ARCHIVED: This archived Practice Note provides information on the data protection regime before 25 May 2018 and reflects the position under the Data...
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Produced in partnership with Pillsbury Winthrop Shaw Pittman LLP 5th Mar
Practice notes
On 31 January 2020, the UK ceased to be a member of the EU and EEA. Given the extensive data flows between the EEA and UK, equivalent EEA data...
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5th Mar
Practice notes
Corporate transactions are a frequent feature of a lawyer’s life and can be one of the most challenging. In addition to dealing with the specific...
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Produced in partnership with Fieldfisher 26th Feb
Practice notes
There are generally three principal categories of provisions in the transaction agreement (eg sale and purchase agreement) that will need to be...
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Produced in partnership with K&L Gates 26th Feb
Practice notes
THIS PRACTICE NOTE APPLIES IN RELATION TO OCCUPATIONAL PENSION SCHEMESThis Practice Note applies to business sales which are subject to the Transfer...
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Produced in partnership with Ginevra Gatrell of gunnercooke LLP 25th Feb
Practice notes
On 31 January 2020, the UK ceased to be a member of the EU and EEA. This Practice Note introduces:•the General Data Protection Regulation, Regulation...
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24th Feb
Practice notes
On 31 January 2020, the UK ceased to be a member of the EU and EEA. Given the extensive data flows between the EEA and UK, equivalent EEA data...
Read More >
Produced in partnership with Pillsbury Winthrop Shaw Pittman LLP 22nd Feb
Practice notes
ARCHIVED: This archived Practice Note provides information on the data protection regime before 25 May 2018 and reflects the position under the Data...
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22nd Feb
Practice notes
IP may be transferred in corporate transactions either through the sale of shares in a company holding the IP, or as part of the sale of the trade and...
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Produced in partnership with Anne Fairpo of Temple Tax Chambers 22nd Feb
Practice notes
The sale of a company's business can be structured as either:•a sale of the business assets owned by the current owner, including goodwill (an asset...
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Produced in partnership with Mark Simpson of Squire Patton Boggs (UK) LLP 22nd Feb
Practice notes
The UK merger regime is voluntary, which means that if a transaction falls within the scope of the UK merger rules, there is no requirement to seek...
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22nd Feb
Practice notes
If a transaction falls under the concept of a notifiable ‘concentration’ within the meaning of the EU Merger Regulation and meets the EU Merger...
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22nd Feb
Practice notes
The merger control rules of the UK are contained in the Enterprise Act 2002, as amended. Under the UK merger control rules, the Competition and...
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22nd Feb
Practice notes
ARCHIVED: This archived Practice Note looked at the potential effect of Brexit in the period prior to 11pm (GMT) on 31 December 2020 (IP completion...
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17th Feb
Practice notes
At 11pm (UK time) on 31 January 2020 (exit day), the United Kingdom left the European Union in accordance with a ratified Withdrawal Agreement between...
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17th Feb
Practice notes
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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17th Feb
Q&As
Qualifying corporate bonds (QCBs) are debt securities which are exempt from tax on chargeable gains. Disposing of a QCB accordingly gives rise to no...
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Produced in partnership with Julian Henwood of Gowling WLG 15th Feb
Q&As
Civil partnersCivil partners are largely treated the same in law as spouses, but there are some small differences, most notably regarding some pension...
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15th Feb

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