Share transfers

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Practice notes
A guide to share purchase agreementsThis Practice Note provides an overview of the agreement for the sale and purchase of shares in a private limited...
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19th May
Practice notes
De facto and shadow directorsDefinition of 'director'The Companies Act 2006 (CA 2006) broadly defines a director as 'any person occupying the position...
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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
Practice notes
Alternate directorsThis Practice Note considers the appointment and removal of alternate directors, their status, powers, duties and liabilities and...
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19th May
Practice notes
Non-executive directors—independenceThe concept of independence is key to provisions in the UK Corporate Governance Code (UKCG Code) on board...
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Produced in partnership with Advanced Boardroom Excellence 19th May
Practice notes
G20/OECD Principles of Corporate GovernanceThis Practice Note discusses the Principles of Corporate Governance (Principles) published by the Group of...
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Produced in partnership with Professor Brenda Hannigan of University of Southampton 19th May
Practice notes
The Prospectus Regulation—key changes in comparison to the Prospectus Directive regimeThis Practice Note provides an overview of the implementation of...
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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
The Transparency DirectiveThis Practice Note provides an overview of the implementation of and key changes introduced by the EU Transparency Directive...
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Produced in partnership with Mr Darragh Connell of Forum Chambers 19th May
Practice notes
Sub-division and consolidation of sharesIP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period...
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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...
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19th May
Practice notes
General meetings—notice requirements for private and unlisted public companiesA general meeting must satisfy certain requirements set out in the...
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19th May
Practice notes
Notifying changes in share capital to Companies House—statement of capitalCoronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some...
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19th May
Q&As
Will a redesignation of shares constitute a variation of class rights?A redesignation of shares involves a change in the name of some or all of a...
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Produced in partnership with Julian Henwood of Gowling WLG 19th May
Q&As
What is the process for a redesignation of shares?This Q&A examines how a company may carry out a redesignation of shares, meaning a change in the...
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19th May
Practice notes
Financial assistance—a quick guideThe Companies Act 2006 (CA 2006) prohibits: •a public company (or its subsidiary) from giving financial assistance...
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19th May

Most recent Share transfers content

Precedents
Board minutes—simple transfer of shares—part of share capital—private limited company (shares)Company number: [insert company number][insert company...
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5th Sep
Q&As
When a private limited company transfers shares in itself held in treasury (ie treasury shares) so no stamp duty is payable, does the company need to...
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25th 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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16th Aug
Q&As
Is the stamp duty contingency principle relevant to a share transfer where the consideration is adjusted by reference to completion accounts?As...
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16th Aug
Practice notes
Stamp duty on transfers—consideration and calculationFORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: On 20 July...
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15th Aug
Practice notes
Stamp duty and SDRT on the sale of certificated registered UK sharesFORTHCOMING CHANGE relating to electronic stamping becomes permanent on 19 July...
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15th Aug
Precedents
Application letter—stamp duty group relief—FA 1930, s 42HMRC—Stamp Office[insert HMRC Stamp Office address]Application for stamp duty group relief...
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15th Aug
Precedents
Declaration of trust, including power of attorney, for use by a nominee shareholderThis Declaration of trust is made on [insert day, month and...
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12th Aug
Precedents
Put option agreementThis Agreement is made [as a deed] on [insert date]Parties1[insert name of buyer] [incorporated and registered in [insert place of...
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12th Aug
Precedents
Call option agreementThis Agreement is made [as a deed] on [insert date]Parties1[insert name of Buyer] [incorporated and registered in [insert place...
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12th Aug
Precedents
Put and call option agreementThis Agreement is made [as a deed] on [insert date]Parties1[insert name of buyer] [incorporated and registered in [insert...
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12th Aug
Precedents
Share certificate indemnity letter—duplicate certificateThe Directors[insert company name] (the Company)[insert company registered office...
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12th Aug
Precedents
Cross-option agreementThis Agreement is made on [insert day and month] 20[insert year]Parties1[Insert name of shareholder] of [insert address];...
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12th Aug
Precedents
Share certificate indemnity letter—private M&A—share purchaseThe Directors[insert target company name] (the Company)[insert target company registered...
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12th Aug
Practice notes
Form of transfer of sharesThere are a number of circumstances in which shares in a company may be transferred, eg upon a sale of the shares, through...
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12th Aug
Practice notes
Share certificatesShares in a company can be issued as certificated shares or uncertificated shares.Shares issued by private companies and unlisted...
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12th Aug
Practice notes
Share capital—glossary of termsAAIMA securities market owned and operated by the London Stock Exchange plc, with lighter entry requirements and...
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12th Aug
Practice notes
Financial assistance—common scenarios in practiceWhen acting on a share purchase, it is prudent to review all proposed transactions to be entered into...
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12th Aug
Practice notes
Financial assistance—what does it mean?The Companies Act 2006 (CA 2006) prohibits:•a public company (or its subsidiary) from giving financial...
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12th Aug
Practice notes
Financial assistance—when does the prohibition apply?The Companies Act 2006 (CA 2006) prohibits:•a public company (or its subsidiary) from giving...
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12th Aug

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