Private M&A (share purchase)

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Practice notes
A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share...
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6th Oct
Practice notes
A share purchase agreement (SPA) will typically include warranties and indemnities given by the seller in favour of the buyer.Why warranties and...
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26th Sep
Practice notes
A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share...
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5th Oct
Practice notes
It is a fundamental rule of English company law that a limited company having a share capital must maintain that capital. Therefore, a company must...
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Produced in partnership with Christopher Field of Dechert 9th Oct
Practice notes
The allotment of shares and issue of shares is governed by statute and the applicable statutory provisions differ according to the type of company...
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13th Oct
Practice notes
This Practice Note considers the nature of shares in a company and the classes into which they can be divided. If a company has shares of different...
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25th Sep
Practice notes
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...
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8th Oct
Practice notes
Coronavirus (COVID-19): Following the COVID-19 outbreak, some Companies House filing and other administrative procedures have been temporarily...
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26th Sep
Practice notes
The allotment and issue of shares is governed by statutory rules, which differ according to the type of company which is proposing the allotment...
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13th Oct
Practice notes
A limited liability partnership (LLP) is not a partnership but a body corporate that is formed under the Limited Liability Partnerships Act 2000 (LLPA...
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26th Sep
Practice notes
Coronavirus (COVID-19): Following the COVID-19 outbreak, some Companies House filing and other administrative procedures have been temporarily...
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14th Oct
Practice notes
This Practice Note summarises the law in relation to calling a general meeting of a private company limited by shares or a public company limited by...
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25th Sep
Practice notes
Sources of partnership lawThe main body of law governing a general partnership formed under English law (as opposed to a limited liability...
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25th Sep
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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19th Oct
Practice notes
Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, the London Stock Exchange released a notice to give companies guidance on the...
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12th Oct
Practice notes
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...
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12th Oct

Most recent Private M&A (share purchase) content

Practice notes
FORTHCOMING DEVELOPMENT: On 11 February 2019 the DWP published its response to the consultation ‘Protecting Defined Benefit Pension Schemes—A...
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25th Sep
Practice notes
This Practice Note provides an overview of the purpose, nature and scope of the due diligence process that is carried out by a potential buyer prior...
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25th Sep
Practice notes
Brexit impactAs of exit day (31 January 2020), the UK is no longer an EU Member State. However, in accordance with the Withdrawal Agreement, the UK...
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25th Sep
Practice notes
The purpose of environmental due diligenceFor general information on share purchase, see Practice Notes: Due diligence—share and asset purchases and...
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25th Sep
Practice notes
This Practice Note provides employment lawyers with an introduction to the due diligence process in which they will be involved as advisers to the...
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25th Sep
Practice notes
This Practice Note focuses on the intellectual property (IP) rights aspects of share purchase transactions, alongside some more general issues that...
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25th Sep
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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25th Sep
Practice notes
Private M&A transactions, whether they be for the sale and purchase of a company or a business, are concluded by way of an exchange (or signing) of...
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25th Sep
Practice notes
An indemnity may be defined as a contractual obligation falling upon one contracting party (the indemnifier) and owed to another contracting party...
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25th Sep
Practice notes
This Practice Note is part of the Share purchase transaction toolkit.TimingCompletion of the share purchase transaction will take place either...
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25th Sep
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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25th Sep
Practice notes
The CRC Energy Efficiency SchemeThe CRC Energy Efficiency Scheme (CRC Scheme) was a mandatory UK-wide emissions trading scheme in the UK that aimed to...
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25th Sep
Practice notes
With the significant rise in the use of Warranty and Indemnity (W&I) insurance in private M&A transactions, lawyers are increasingly involved in the...
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25th Sep
Practice notes
The CRC Energy Efficiency Scheme (the CRC Scheme) was abolished following the 2018/19 compliance year, in accordance with the announcement made by HM...
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25th Sep
Practice notes
THIS PRACTICE NOTE APPLIES IN RELATION TO PRIVATE SECTOR PENSION SCHEMESA share sale agreement will typically include warranties given by a seller in...
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25th Sep
Practice notes
The nature and purpose of break feesBreak fees are generally designed to compensate one party’s legal and professional costs which it may have...
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25th Sep
Practice notes
The following provides an overview of confidentiality agreements in the context of the acquisition of shares in a company (the target).A...
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25th Sep
Practice notes
The properties owned by a company can be acquired by one of two methods:•a purchase of assets owned by the company, or•a purchase of shares in the...
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25th Sep
Practice notes
The way consideration payable for the acquisition of shares is structured is not always straightforward. In many cases payment can be delayed,...
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25th Sep
Practice notes
FORTHCOMING DEVELOPMENT: On 11 February 2019 the DWP published its response to the consultation ‘Protecting Defined Benefit Pension Schemes—A...
Read More >
25th Sep

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