General issues

General issues

Share purchase transaction collection

The Share purchase transaction collection acts a guide to private company sale and purchase transactions structured as a share purchase. It provides an overview of each phase of a share purchase transaction and the tasks that lawyers are required to complete as part of each phase. The collection includes links to checklists, precedents (with drafting notes), Forms, Practice Notes and an explanation of the key drafting and negotiating points to consider in share purchase transactions.

See the following Practice Notes (which are all part of the Share purchase transaction collection):

•
Transaction planning and preliminaries phase in share purchase transactions
•
Transaction structure issues to consider in share purchase transactions, and
•
General legal issues to consider in share purchase transactions

for a guide to this phase of a private M&A (share purchase) transaction.

Choice of structure (share or asset purchase)

A business may be acquired by way of share purchase or asset purchase. Under a share purchase, the buyer takes over ownership of the company carrying on the business (the target company), which comes with all

To view the latest version of this document and thousands of others like it, sign-in with LexisNexis or register for a free trial.

TAKE A FREE TRIAL

Latest Corporate News

Takeover Panel publishes 2024–25 Annual Report

The Takeover Panel has published its 2024–25 Annual Report, providing an overview of the Panel’s activities and those of its various committees over the past year. The report comprises statements from the Chair and the Code Committee Chair, as well as a summary from the Director General on takeover activity during the year. It also includes the accounts for the year ended 31 March 2025, and statistics on takeover transactions regulated by the Panel.

Legislation Day: Draft Finance Bill 2026—Tax analysis

Tax analysis: On Legislation Day, 21 July 2025, the government published draft provisions for inclusion in Finance Bill 2026 (FB 2026, also known as Finance Bill 2025–26), together with accompanying explanatory notes and other supporting documents. This analysis brings together the key business tax measures. Expert commentary has been provided by the LexisNexis Tax Consulting Editorial Board and Andersen, Blick Rothernberg, CMS, Eversheds Sutherland, Herbert Smith Freehills Kramer, Macfarlanes and Pinsent Masons.

Market Insights Trend Report—trends in sustainability disclosures in corporate reporting

Environment analysis: The Market Insights Trend Report provides analysis on the sustainability disclosures and climate transition plans of FTSE 100 companies during 2024 and provides commentary on the outlook for these issues during the 2025 season. To address the multipronged nature of sustainability reporting, the report aims to identify which sustainability areas are being disclosed by companies to subsequently ascertain why companies may be reporting on them. While this year’s report focuses primarily on environmental disclosure reflecting prevailing regulatory and market priorities, the report also acknowledges the growing importance of social and human rights issues

FRC launches five consultations on audit and reporting standards

The Financial Reporting Council (FRC) has launched five consultations seeking stakeholder feedback on audit and reporting standards. The consultations cover: (1) a new Practice Note for auditing small and medium-sized enterprises (SMEs); (2) emerging findings from the FRC's SME audit market study; (3) draft amendments to the UK's Public Interest Entity (PIE) Auditor Registration Regulations; (4) limited scope amendments to FRS 102; and (5) the draft 2026 Taxonomy Suite.