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 Handbook Notice 143, recording changes made by the FCA Board (Board) on 25 June and 30 July 2026....
As part of a package of reforms designed to improve transparency, strengthen access to market-wide information and support confidence in UK equity...
This week's edition of Corporate weekly highlights includes the FRC's guidance on applying materiality in corporate reporting and publication of its...
The Financial Reporting Council (FRC) has published guidance on the application of materiality in corporate reporting to support boards, preparers,...
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...
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
Warranties and indemnities—share purchaseA share purchase agreement (SPA) will typically include warranties and indemnities given by the seller in favour of the buyer.Why warranties and indemnities are neededThe starting point for the buyer in any share purchase transaction is the maxim caveat
A guide to share purchase agreementsThis Practice Note provides an overview of the agreement for the sale and purchase of shares in a private limited company (target): the share purchase agreement (SPA).The SPA records the terms by which the buyer agrees to purchase from the seller(s) shares in the
0330 161 1234