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Practice notes
Disclosure Guidance and Transparency Rules requirements—the annual financial reportThis Practice Note discusses the requirements of the Disclosure...
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Produced in partnership with Tessa Park of Moore Kingston Smith 19th May
Practice notes
Payments for a director’s loss of officeThe Companies Act 2006 (CA 2006) contains provisions relating to payments made by a company to a director as...
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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...
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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...
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Produced in partnership with Glafkos Tombolis 19th May
Practice notes
Directors’ decision-making—written resolutions and decisions by sole directorsThis Practice Note outlines the written resolution method directors may...
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19th May
Practice notes
Redemption of shares—procedureThis Practice Note describes the procedure for a limited company to carry out redemption of its redeemable...
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19th May
Practice notes
Takeover Code—Rule 34—Right of withdrawalThis Resource Note outlines the main provisions of Rule 34 of The City Code on Takeovers and Mergers (Code),...
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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...
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19th May
Practice notes
Tailoring a shelf companyA person wishing to set up a new company has the following options:•they can incorporate a new company in accordance with the...
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19th May
Q&As
Can a capital contribution/gift by a shareholder be treated as distributable reserves?The issue is whether capital contributions or gifts by a...
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Produced in partnership with Brenda Hannigan of Southampton University 19th May
Practice notes
Directors’ responsibilities statements—company accountsA company's annual report and accounts will often include an appropriate description of...
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19th May
Practice notes
Quasi-loans to directors, connected persons and related arrangements—requirement to obtain members’ approvalThe Companies Act 2006 (CA 2006) contains...
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19th May
Practice notes
Drafting and negotiating ancillary documents in a share purchase transactionThis Practice Note is part of the Share purchase transaction toolkit.In...
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19th May
Practice notes
Class rights and variation of class rightsA company having a share capital may have separate classes of shares. As a general rule, a type of share...
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19th May
Practice notes
Matters reserved for the boardThe UK Corporate Governance Code (UKCG Code) of the Financial Reporting Council (FRC) sets out standards of good...
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19th May
Precedents
Project [insert project name]Prepared for [Insert addressee name][Insert date of report]INDEXReportA. IntroductionB. Executive summaryC. Detailed...
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19th May

Most recent Q&As content

Q&As
Can the shareholders seek to vote on a matter during the course of a general meeting if only the general nature of the matter has been described in...
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3rd Aug
Q&As
Can a limited partnership hold property or other assets such as shares?For the purposes of this Q&A, it is assumed that the relevant partnership is a...
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3rd Aug
Q&As
Is a private company share buyback void if payment for the shares was made in instalments?When a private limited company buys back shares, those...
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3rd Aug
Q&As
How is Companies House operating during the coronavirus (COVID-19) crisis?On 26 March 2021 Companies House announced that the automatic filing...
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2nd Aug
Q&As
What is the sifting process for Brexit legislation?Under the European Union (Withdrawal) Act 2018 (EU(W)A 2018), before certain proposed statutory...
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1st Aug
Q&As
What are the key potential tax and legal implications of having a non-UK director on the board of directors of a UK company?Before introducing a...
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1st Aug
Q&As
What are the consequences of someone transferring shares at nominal value when the shares are worth more than nominal value? Is stamp duty still...
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1st Aug
Q&As
What is the best way to contact Companies House and pay fees and penalty fines?Companies House has offices in Cardiff, Belfast, Edinburgh and...
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1st Aug
Q&As
What are the standards of disclosure seen in a share purchase agreement and asset purchase agreement?A disclosure exercise will be carried out by the...
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1st Aug
Q&As
What issues need to be considered when creating a corporate partnership?A partnership is not a legal entity but is a relationship between partners. It...
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1st Aug
Q&As
What are the legal consequences for the directors of a private limited company for failing to hold an annual general meeting where one is required...
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1st Aug
Q&As
Who can speak and ask questions at a general meeting?Unless the articles expressly state otherwise, every member entitled to attend and vote at a...
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1st Aug
Q&As
Can a company struck off pursuant to sections 652 and 652A of the Companies Act 1985 be restored to the register?A company may be restored to the...
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1st Aug
Q&As
Is it possible to convert a private company limited by guarantee to a private company limited by shares?Part 7 of the Companies Act 2006 makes express...
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1st Aug
Q&As
What is an affiliate or an affiliated person?The definition of ‘affiliate’ or ‘affiliated’ in relation to corporate relationships will depend on the...
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1st Aug
Q&As
What is the process for converting an optionally convertible preference share into an ordinary share?The Practice Note: Different classes of share...
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1st Aug

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