Private M&A (intra-group reorganisation)

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Precedents
Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...
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19th May
Precedents
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Precedents
Clause 1.1 —Add the following definition: PIK Notes means Payment in Kind Notes; [Loan note...
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Practice notes
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Practice notes
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Practice notes
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Practice notes
Directors’ responsibilities statements—company accountsA company's annual report and accounts will often include an appropriate description of...
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Practice notes
General meetings—notice requirements for private and unlisted public companiesA general meeting must satisfy certain requirements set out in the...
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Practice notes
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Precedents
The Directors[insert company name][insert company address][insert date]Dear Directors,[insert company name] Limited (the Company)[I, OR We,][insert...
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Precedents
Project [insert project name]Prepared for [Insert addressee name][Insert date of report]INDEXReportA. IntroductionB. Executive summaryC. Detailed...
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Practice notes
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Most recent Private M&A (intra-group reorganisation) content

Precedents
Intra-group intellectual property licenceThis Licence is made on [insert date] (Commencement Date):Parties1[insert licensor name] a company...
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25th Jul
Precedents
Intra-group intellectual property rights assignmentThis Deed is made on [insert date] Parties1[insert assignor name] a company incorporated in...
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25th Jul
Practice notes
IP and IT aspects of intra-group reorganisationsBroadly speaking, an intra-group reorganisation involves the movement of assets between companies...
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Produced in partnership with Boyes Turner LLP 25th Jul
Precedents
Change of control notice—intra-group reorganisation—share purchaseHeaded notepaper of target companyTo: [Insert name and address of contractual...
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23rd Jul
Precedents
Notice of assignment of contract—intra-group reorganisationheaded notepaper of seller/assignorTo: [Insert name and address of contractual...
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21st Jul
Precedents
Request for consent to assignment of contract—intra-group reorganisationHeaded notepaper of seller/assignorTo: [Insert name and address of contractual...
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21st Jul
Precedents
Board minutes—intra-group reorganisation—share purchase—sellerCompany number: [insert company number][insert company name] [Limited OR plc] Minutes of...
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19th Jul
Precedents
Board minutes—buyer (intra-group reorganisation—asset purchase: exchange and completion)Company number: [insert company number][insert company name]...
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19th Jul
Precedents
Board minutes—seller (intra-group reorganisation—asset purchase: exchange and completion)Company number: [insert company number][insert company name]...
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19th Jul
Precedents
Board minutes—intra-group reorganisation—share purchase—targetCompany number: [insert company number][insert company name] [Limited OR PLC] Minutes of...
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19th Jul
Precedents
Board minutes—intra-group reorganisation—share purchase—buyerCompany number: [insert company number][insert company name] [Limited OR plc] Minutes of...
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19th Jul
Precedents
Transitional services agreement—intra-group reorganisationThis Agreement is made on [insert day and month] 20 [insert year]Parties1[Insert name of...
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1st Jul
Precedents
Asset purchase agreement—intra-group reorganisationThis Agreement is made on [insert day and month] 20[insert year]Parties1[insert name of selling...
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1st Jul
Practice notes
Key tax considerations in an asset saleThe sale of a company's business can be structured as either:•a sale of the business assets owned by the...
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Produced in partnership with Mark Simpson of Squire Patton Boggs (UK) LLP 1st Jul
Practice notes
Stamp duty reliefsFORTHCOMING CHANGE relating to electronic stamping becomes permanent on 19 July 2021: With effect from 19 July 2021, the electronic...
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23rd 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
Practice notes
Common issues in an intra-group reorganisationAn intra-group reorganisation involves the transfer of group company share capital or group assets...
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7th Jun
Practice notes
Share schemes implications of transferring companies and businesses within a groupIntroductionGroups of companies undertake reorganisations for many...
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Produced in partnership with Sara Cohen of Lewis Silkin LLP and Karen Cooper of Cooper Cavendish 5th Jun
Practice notes
Intra-group reorganisations and pensionsThe pension implications of an intra-group reorganisation will depend largely on the nature of the group’s...
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Produced in partnership with Sheamal Samarasekera, Macfarlanes LLP 5th Jun

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