menu-search
LEXISNEXIS_ICON4_SIGNINSign-in LEXISNEXIS_ICONS_SUPPORTHelp

Q&As

View Corporate by content type:

News
Practice notes
Precedents
Q&As

Latest Corporate News

Market Tracker daily deal round-up

Market Tracker daily deal round-up

The following Corporate news provides comprehensive and up to date legal information on Market Tracker daily deal round-up

Market Tracker daily deal round-up

Market Tracker daily deal round-up

The following Corporate news provides comprehensive and up to date legal information on Market Tracker daily deal round-up

Derivative claims—conditional permission should not be granted where claimant lacks standing (Boston Trust Company Ltd v Verhoef)

Derivative claims—conditional permission should not be granted where claimant lacks standing (Boston Trust Company Ltd v Verhoef)

The following Corporate news provides comprehensive and up to date legal information on Derivative claims—conditional permission should not be granted where claimant lacks standing (Boston Trust Company Ltd v Verhoef)

Market Tracker daily deal round-up

Market Tracker daily deal round-up

The following Corporate news provides comprehensive and up to date legal information on Market Tracker daily deal round-up

Featured Corporate content

Scrip dividends

Scrip dividends

Scrip dividendsCoronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, the London Stock Exchange released a notice to give companies...

De facto and shadow directors

De facto and shadow directors

De facto and shadow directorsDefinition of 'director'The Companies Act 2006 (CA 2006) broadly defines a director as 'any person occupying the position...

A guide to cash box placings

A guide to cash box placings

A guide to cash box placingsThis Practice Note explains the cash box structure and the principles behind its use in connection with a proposed placing...

Anti-embarrassment clause—share purchase agreement

Anti-embarrassment clause—share purchase agreement

Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...

Practice notes

Disclosure Guidance and Transparency Rules requirements—the annual financial report

Disclosure Guidance and Transparency Rules requirements—the annual financial reportThis Practice Note discusses the requirements of the Disclosure...
Read More >
Produced in partnership with Tessa Park of Moore Kingston Smith 19th May
Practice notes

Payments for a director’s loss of office

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...
Read More >
19th May
Practice notes

Authorised share capital—continued relevance

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 schemes

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

Directors’ decision-making—written resolutions and decisions by sole directors

Directors’ decision-making—written resolutions and decisions by sole directorsThis Practice Note outlines the written resolution method directors may...
Read More >
19th May
tag iconIn-house
Practice notes

Redemption of shares—procedure

Redemption of shares—procedureThis Practice Note describes the procedure for a limited company to carry out redemption of its redeemable...
Read More >
19th May
Practice notes

Takeover Code—Rule 34—Right of withdrawal

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),...
Read More >
19th May
Practice notes

Equity warrants—private company

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

Tailoring a shelf company

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...
Read More >
19th May
Q&As

Can a capital contribution/gift by a shareholder be treated as distributable reserves?

Can a capital contribution/gift by a shareholder be treated as distributable reserves?The issue is whether capital contributions or gifts by a...
Read More >
Produced in partnership with Brenda Hannigan of Southampton University 19th May
Practice notes

Directors’ responsibilities statements—company accounts

Directors’ responsibilities statements—company accountsA company's annual report and accounts will often include an appropriate description of...
Read More >
19th May
Practice notes

Quasi-loans to directors, connected persons and related arrangements—requirement to obtain members’ approval

Quasi-loans to directors, connected persons and related arrangements—requirement to obtain members’ approvalThe Companies Act 2006 (CA 2006) contains...
Read More >
19th May
Practice notes

Drafting and negotiating ancillary documents in a share purchase transaction

Drafting and negotiating ancillary documents in a share purchase transactionThis Practice Note is part of the Share purchase transaction toolkit.In...
Read More >
19th May
Practice notes

Class rights and variation of class rights

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...
Read More >
19th May
tag iconIn-house
Practice notes

Matters reserved for the board

Matters reserved for the boardThe UK Corporate Governance Code (UKCG Code) of the Financial Reporting Council (FRC) sets out standards of good...
Read More >
19th May
Precedents

Legal due diligence report—private M&A—share purchase

Project [insert project name]Prepared for [Insert addressee name][Insert date of report]INDEXReportA. IntroductionB. Executive summaryC. Detailed...
Read More >
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 the notice of the meeting?

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...
Read More >
3rd Aug
Q&As

Can a limited partnership hold property or other assets such as shares?

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...
Read More >
3rd Aug
Q&As

Is a private company share buyback void if payment for the shares was made in instalments?

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...
Read More >
3rd Aug
Q&As

How is Companies House operating during the coronavirus (COVID-19) crisis?

How is Companies House operating during the coronavirus (COVID-19) crisis?On 26 March 2021 Companies House announced that the automatic filing...
Read More >
2nd Aug
tag iconCOVID-19
Q&As

Three parties hold a freehold property on trust for a partnership. Two are continuing partners of the partnership and the other individual has retired and is no longer involved in the partnership. Is there a mechanism for applying to court to transfer the freehold title into the names of the two continuing partners?

Three parties hold a freehold property on trust for a partnership. Two are continuing partners of the partnership and the other individual has retired...
Read More >
1st Aug
Q&As

What is the sifting process for Brexit legislation?

What is the sifting process for Brexit legislation?Under the European Union (Withdrawal) Act 2018 (EU(W)A 2018), before certain proposed statutory...
Read More >
1st Aug
tag iconBrexit
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?

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...
Read More >
1st Aug
Q&As

A residential management company has responsibility for the freeholder obligations of a property which includes three flats (private company limited by guarantee). The secretary alleges that their fellow director who owns the flat above is in breach of covenant (they have the top floor flat and now adopted the loft for their personal use, including putting in a velux window). Can the management company seek legal advice, to be paid from the service charge, and withhold the advice from a fellow director?

A residential management company has responsibility for the freeholder obligations of a property which includes three flats (private company limited...
Read More >
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 payable on the actual value attributable to the shares?

What are the consequences of someone transferring shares at nominal value when the shares are worth more than nominal value? Is stamp duty still...
Read More >
1st Aug
Q&As

What is the position on the interpretation of EU case law relating to EU Directives post IP completion day? In cases concerning retained EU-derived domestic legislation which implements an EU Directive, are UK courts and tribunals bound or permitted to have regard to EU case law on that Directive even though the Directive itself is not retained?

What is the position on the interpretation of EU case law relating to EU Directives post IP completion day? In cases concerning retained EU-derived...
Read More >
1st Aug
Q&As

What is the best way to contact Companies House and pay fees and penalty fines?

What is the best way to contact Companies House and pay fees and penalty fines?Companies House has offices in Cardiff, Belfast, Edinburgh and...
Read More >
1st Aug
Q&As

What are the standards of disclosure seen in a share purchase agreement and asset purchase agreement?

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...
Read More >
1st Aug
Q&As

What issues need to be considered when creating a corporate partnership?

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...
Read More >
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 under the articles?

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...
Read More >
1st Aug
Q&As

Who can speak and ask questions at a general meeting?

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...
Read More >
1st Aug
Q&As

Would a newly incorporated company which is to become the parent company (Holdco) of a group following an intra-group reorganisation be classified as a ‘bona fide arms length purchaser’ in connection with the potential exercise of drag-along provisions?

Would a newly incorporated company which is to become the parent company (Holdco) of a group following an intra-group reorganisation be classified as...
Read More >
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?

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...
Read More >
1st Aug
Q&As

Is it possible to convert a private company limited by guarantee to a private company limited by shares?

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...
Read More >
1st Aug
Q&As

What is an affiliate or an affiliated person?

What is an affiliate or an affiliated person?The definition of ‘affiliate’ or ‘affiliated’ in relation to corporate relationships will depend on the...
Read More >
1st Aug
Q&As

What is the process for converting an optionally convertible preference share into an ordinary share?

What is the process for converting an optionally convertible preference share into an ordinary share?The Practice Note: Different classes of share...
Read More >
1st Aug

Popular documents

Scotland: the Accountant in Bankruptcy

Scotland: the Accountant in Bankruptcy

Scotland: the Accountant in BankruptcyThe office of the Accountant in Bankruptcy (AiB) was created by section 156 of the Bankruptcy (Scotland) Act 1856 . Previously, the functions of the AiB were limited but since 1993, with the enactment of the Bankruptcy (Scotland) Act 1993 (B(S)A 1993), the role

The commercialisation of sport

The commercialisation of sport

IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s withdrawal from the EU. At this point in time (referred to in UK law as ‘IP completion day’), key transitional arrangements come to an end and significant

Mediation—advantages and disadvantages

Mediation—advantages and disadvantages

Mediation—advantages and disadvantagesWhat is mediation?Mediation is one of the most recognised and common forms of alternative dispute resolution (ADR).It is a form of assisted ADR in the sense that there is a third-party neutral involved who meets with the parties and seeks to help them in

Negligence—key elements to establish a negligence claim

Negligence—key elements to establish a negligence claim

Negligence—key elements to establish a negligence claimNegligence—what are the key ingredients to establish a claim in negligence?For liability in negligence to be founded, four key ingredients must be present:•duty of care•breach of that duty•damage (which is caused by the breach)•foreseeability of