Directors' and members' issues

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Practice notes
This 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...
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9th Nov
Practice notes
A demerger is a transaction whereby a business carried on by a company within a group is taken out of that group and run under separate management but...
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9th Nov
Practice notes
A minority member in a company does not have much power to influence its management or any majority member(s) and, therefore, sometimes their...
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9th Nov
Practice notes
The Prospectus Regulation (EU) 2017/1129 came into force on 20 July 2017 and its provisions came fully into effect in Member States on 21 July 2019....
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9th Nov
Practice notes
This document provides accessible practical guidance and links to more comprehensive content in relation to class 1 transactions undertaken by UK...
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9th Nov
Practice notes
What is an unregistered company?An unregistered company is a rare form of incorporated company that is not formed or registered under the Companies...
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9th Nov
Precedents
Important-this provisional allotment letter (pal) is of value and is negotiable. It requires your immediate attention. The offer expires at [insert...
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9th Nov
Practice notes
Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some Companies House filing and other administrative procedures have been...
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9th Nov
Practice notes
Coronavirus (COVID-19) IMPACT: Certain filing and registration deadlines are extended by temporary measures introduced to mitigate the consequences of...
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9th Nov
Precedents
Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...
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9th Nov
Practice notes
Why restore a company to the register?When a company has been struck off it may be possible for an interested person to make an application to the...
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9th Nov
Practice notes
What is an intention to float announcement?An intention to float announcements (ITF) is generally the first announcement to the public by an issuer of...
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Produced in partnership with Louise Wolfson. 12th Jan
Practice notes
This Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the best interests of the company,...
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9th Nov
Practice notes
This Practice Note provides an overview of the agreement for the sale and purchase of shares in a private limited company (target): the share purchase...
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9th Nov
Practice notes
This Practice Note provides an overview of the purpose, content and scope of a comfort letter prepared by the auditors of a company preparing to offer...
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9th Nov
Practice notes
This Practice Note considers the appointment and removal of alternate directors, their status, powers, duties and liabilities and authority to bind...
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9th Nov

Most recent Directors' and members' issues content

Practice notes
Directors of companies which become, or are likely to become, insolvent face additional considerations and are under a duty to minimise losses to the...
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5th May
Practice notes
This glossary explains many of the terms commonly used in the restructuring & insolvency market. Terms contained in the definitions themselves that...
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19th Apr
Precedents
Coronavirus (COVID-19) and the Corporate Insolvency and Governance Act 2020This content is affected by changes to UK insolvency laws made in response...
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6th Apr
Practice notes
What is the background to the temporary changes to the wrongful trading regime?The coronavirus (COVID-19) pandemic and the resulting lockdowns and...
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6th Apr
Practice notes
STOP PRESS: The Corporate Insolvency and Governance Act (CIGA 2020) is in force from 26 June 2020. The government has legislated to temporarily...
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23rd Mar
Q&As
The directors of a company remain in office after the appointment of an administrator although, as the administrator has the power to carry on the...
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Produced in partnership with Caroline Clark 15th Feb
Q&As
This Q&A focuses on the full resumption of the directors' powers following an exit from administrative receivership. We also briefly touched on...
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15th Feb

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