Navigate the complexities of private M&A share purchases with our expert insights and practical guidance. Tailored for corporate legal teams, this resource offers a comprehensive look at transaction structures, negotiation strategies, and essential due diligence processes to ensure your deals are both efficient and compliant.
The Financial Conduct Authority (FCA) has published the outcomes from a multi-firm review of market soundings in UK equity capital markets...
This week's edition of Corporate weekly highlights includes: the QCA’s response to an FCA consultation on the proposed UK Sustainability Reporting...
The Quoted Companies Alliance (QCA) has submitted its response to the Financial Conduct Authority’s (FCA) consultation CP26/5 on the proposed UK...
Corporate analysis: Market Standards has conducted research to examine the current trends in UK public M&A for the period 1 January 2026 to 31 March...
Separate legal personality and the corporate veilCorporate legal personality—the Salomon principleA properly formed registered company is a separate...
A company’s constitutionWhat is a company's constitution?A company’s 'constitution' is defined under the Companies Act 2006 (CA 2006) as...
Allotment and issue of shares—fundamentalsSTOP PRESS: A significant restructuring of the UK listing regime came into effect on 29 July 2024, which...
Private companies limited by sharesThis Practice Note summarises the main features of a private company limited by shares. It also covers key...
When does title pass from the seller to the buyer in a sale of shares? Legal and beneficial titleTitle to shares in a company comprises both the legal interest (a concept of the common law) and the beneficial interest (a concept of equity) in those shares.The beneficial title will transfer to the
Warranty and indemnity (W&I) insurance in M&A transactionsWarranty and indemnity (W&I) insurance may be used in private company sale and purchase transactions (whether structured as a share purchase or asset purchase). W&I insurance may be taken out by either the buyer or seller to
What is the meaning of the expression ‘so far as the seller is aware’, ‘to the seller’s best knowledge, information and belief’ (or similar expressions) where used to qualify warranties in a share purchase agreement or asset purchase agreement?The need for warrantiesIn a share or asset purchase,
Issues arising where there is split exchange and completion—share and asset purchasesThis 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 agreement (SPA) or asset purchase agreement (APA) is signed) and
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