Private M&A (intra-group reorganisation)

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Practice notes
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...
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9th Nov
Practice notes
This Practice Note considers the obligation of an issuer who issues or proposes to issue financial instruments which are within the scope of the...
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9th Nov
Practice notes
Coronavirus (COVID-19) IMPACT: Certain filing and registration deadlines are extended by temporary measures introduced to mitigate the consequences of...
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9th Nov
Practice notes
The underwriters or initial purchasers in an international securities offering will customarily require that the issuer's accountants provide one or...
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Produced in partnership with Peter Kohl of Hogan Lovells International LLP 9th Nov
Practice notes
A ratchet in private equity is a mechanism to vary the amount of equity held by founders, managers and employees post-investment.In a venture capital...
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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 focuses on how a company secretary of a public company (as defined) or a private company (as defined) may be removed.It does not...
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9th Nov
Practice notes
This Practice Note is part of the Share purchase transaction toolkit.In order to effect all aspects of the transaction, each share purchase...
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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
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
This Practice Note considers the unique contractual status of the articles of association between the company and its members, primarily under s 33(1)...
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9th Nov
Practice notes
This Practice Note outlines the written resolution method directors may adopt to take decisions instead of holding board meetings. It also considers...
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9th Nov
Precedents
Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-buyer—corporate...
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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 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 Private M&A (intra-group reorganisation) content

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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27th Nov
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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26th Nov
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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26th Nov
Practice notes
Broadly speaking, an intra-group reorganisation involves the movement of assets between companies within the same group. The reorganisation may...
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Produced in partnership with Boyes Turner LLP 18th Nov
Practice notes
An intra-group reorganisation involves the transfer of group company share capital or group assets between two or more companies in the same corporate...
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5th Nov
Precedents
[ON HEADED NOTEPAPER OF CHARGEE][insert the name and address of the buyer/ second lender][insert date]Dear [insert organisation name],[Debenture OR...
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5th Nov
Precedents
This Deed is made on [insert day and month] 20[insert year]Parties1[insert name of Lender], a company incorporated in England and Wales with...
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5th Nov
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 21st Oct
Precedents
To: [Insert employee name and address][Insert date]Dear [Insert employee name]Notice of change of employerWe are writing to you to formally advise you...
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15th Oct
Practice notes
Coronavirus (COVID-19) impact on stamp duty process: During the coronavirus outbreak, the Stamp Office is temporarily only accepting electronic...
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1st Oct
Precedents
This Licence is made on [insert date] (Commencement Date):Parties1[insert licensor name] a company incorporated in [England and Wales] under number...
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26th Sep
Precedents
This Deed is made on [insert date] Parties1[insert assignor name] a company incorporated in [England and Wales] whose registered number is [insert...
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26th Sep
Precedents
Company number: [insert company number][insert company name] [LIMITED OR PLC] Minutes of a meeting of the board of directors (the Meeting) of [insert...
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26th Sep
Precedents
Company number: [insert company number][insert company name] [limited OR plc] Minutes of a meeting of the board of directors (the insert day, month...
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26th Sep
Precedents
DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see...
Read More >
26th Sep
Precedents
Company number: [insert company number][insert company name] [Limited OR plc] Minutes of a meeting of the board of directors (the Meeting) of [insert...
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26th Sep
Precedents
Company number: [insert company number][insert company name] [Limited OR plc] Minutes of a meeting of the board of directors (the Meeting) of [insert...
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26th Sep
Precedents
Company number: [insert company number][insert company name] [Limited OR PLC] Minutes of a meeting of the board of directors (the Meeting) of [insert...
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26th Sep
Precedents
Headed notepaper of target companyTo: [Insert name and address of contractual counterparty/interested third party][Insert date]Dear [insert...
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26th Sep

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