Terms and conduct of a scheme

View Corporate by content type:

Latest Corporate News

Featured Corporate content

Practice notes
Companies limited by guaranteeWhat is a company limited by guarantee?Limited companies can be either limited by shares or by guarantee. A company...
Read More >
19th May
Practice notes
AIM Rules for Companies—Rules 12, 13, 14, 15 and 16—disclosure of corporate transactionsThis Resource Note outlines the main provisions of Rules 12,...
Read More >
19th May
Practice notes
The Quoted Companies Alliance (QCA) Corporate Governance CodeThe Quoted Companies Alliance (QCA) is an independent membership organisation that...
Read More >
19th May
Precedents
Clause 1.1 —Add the following definition: PIK Notes means Payment in Kind Notes; [Loan note...
Read More >
19th May
Practice notes
Authorised share capital—continued relevanceThe allotment of shares is governed by the Companies Act 2006 (CA 2006). The requirements that apply...
Read More >
19th May
Practice notes
Returning capital to shareholders—B share schemesWhat is a B share scheme and why is it used?A B share scheme is one method used by UK companies to...
Read More >
Produced in partnership with Glafkos Tombolis 19th May
Practice notes
The effect of a private company redemption of shares, including post-redemption stepsCoronavirus (COVID-19): Following the coronavirus (COVID-19)...
Read More >
19th May
Q&As
Can a company with Table A articles conduct board meetings via telephone?Companies should comply with their articles of association in relation to the...
Read More >
19th May
Practice notes
Class 1 transactions—fundamentalsThis document provides accessible practical guidance and links to more comprehensive content in relation to class 1...
Read More >
19th May
Practice notes
Equity warrants—private companyThis Practice Note provides an overview of equity warrants in the context of private company investment. Listed equity...
Read More >
19th May
Practice notes
G20/OECD Principles of Corporate GovernanceThis Practice Note discusses the Principles of Corporate Governance (Principles) published by the Group of...
Read More >
Produced in partnership with Professor Brenda Hannigan of University of Southampton 19th May
Practice notes
Alternate directorsThis Practice Note considers the appointment and removal of alternate directors, their status, powers, duties and liabilities and...
Read More >
19th May
Practice notes
Insider listsThis Practice Note considers the obligation of an issuer who issues or proposes to issue financial instruments which are within the scope...
Read More >
19th May
Practice notes
The unquoted companies regimeThe rules governing annual accounts and reports of unquoted companies are set out in:•Part 15 of the Companies Act 2006...
Read More >
19th May
Practice notes
Takeover Code—Rule 3—Independent adviceThis Resource Note outlines the main provisions of Rule 3 of The City Code on Takeovers and Mergers (Code),...
Read More >
19th May
Practice notes
Substantial property transactions—requirement to obtain members’ approvalThe Companies Act 2006 (CA 2006) contains provisions that restrict and...
Read More >
19th May

Most recent Terms and conduct of a scheme content

Precedents
Scheme document—front end and skeleton frameworkThis document is important and requires your immediate attention. It contains a proposal which, if...
Read More >
5th Jun
Precedents
Irrevocable undertaking—director—scheme of arrangementThe Directors[insert offeror's name] ([Offeror])[insert address][and][The Directors][[insert...
Read More >
5th Jun
Precedents
Director’s responsibility letter—offeree directorsTo: [name of offeree] (the Company) and its other directors[name of financial adviser] (the...
Read More >
5th Jun
Precedents
Board minutes—takeover—Rule 2.7 (‘firm intention’)—offeror[insert company name][LIMITED OR PLC]Minutes of a meeting of the board of directors of...
Read More >
5th Jun
Precedents
Loan note instrument—takeover—loan note alternativeThis Loan Note Instrument is made on [insert day and month] 20[insert year]by1[insert name of...
Read More >
5th Jun
Precedents
Publication of scheme document announcementNot for release, publication or distribution (in whole or in part, directly or indirectly) in, into or from...
Read More >
5th Jun
Precedents
Board minutes—takeover—settlement of offer consideration—offeror[insert name of offeror] [PLC OR LIMITED]Minutes of a meeting of [a committee of] the...
Read More >
5th Jun
Precedents
List of documents—takeover by way of scheme of arrangementExcept as noted, all documents will be in the list of documents for both offeror and...
Read More >
5th Jun
Precedents
Director’s responsibility letter—offeror directorsTo: [name of offeror] (the Company) and its other directors[name of financial adviser] (the...
Read More >
5th Jun
Precedents
Proxy form for court meeting—schemeForm of proxy for use at the meeting of the members of [insert name of offeree] PLC (the Company) convened by the...
Read More >
5th Jun
Precedents
Announcement of scheme becoming effective—takeoverNot for release, publication or distribution (in whole or in part, directly or indirectly) in, into...
Read More >
5th Jun
Practice notes
Takeovers—glossary of termsReferences in this glossary to Rules and Notes are to the rules of, and notes to, The City Code on Takeovers and Mergers...
Read More >
5th Jun
Practice notes
AnnouncementsThe City Code on Takeovers and Mergers (Code) is the principal source of rules governing:•the timing, manner and specific content of...
Read More >
5th Jun
Precedents
Letter of intent—takeover or scheme of arrangementTo: The Directors [insert offeror/offeree's name][insert address][insert date]Dear DirectorsProposed...
Read More >
5th Jun
Precedents
Co-operation agreement (with reverse break fee)—takeoverThis Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of...
Read More >
5th Jun
Practice notes
Final stages of a schemeWhen does a scheme become effective?Generally, a scheme becomes effective following:•approval by the requisite majority of...
Read More >
5th Jun
Precedents
Announcement of court sanction of scheme of arrangement—takeoverNot for release, publication or distribution (in whole or in part, directly or...
Read More >
5th Jun
Practice notes
Profit forecasts and quantified financial benefits statementsThis Practice Note considers rules in relation to profit forecasts and quantified...
Read More >
5th Jun
Precedents
Board minutes—takeover—approving offer documentation—offeree[insert company name] [PLC OR Limited]Minutes of a meeting of[ a committee of] the board...
Read More >
5th Jun
Practice notes
Offer tactics—revisions, extensions, acceleration statements and alternative offersChanges to the offer timetableOn 31 March 2021 the Takeover Panel...
Read More >
5th Jun

Popular documents