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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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20th Oct
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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19th Oct
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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19th Oct
Practice notes
This Practice Note considers the obligation of an issuer who issues or proposes to issue financial instruments which are within the scope of the...
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16th Oct
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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12th Oct
Precedents
Definitions Delete the existing definition of ‘Consideration’ in Precedent: Share purchase agreement—pro-buyer—corporate...
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26th Sep
Practice notes
A director who is in any way, directly or indirectly, interested in:•a proposed transaction or arrangement with the company of which they are a...
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26th Sep
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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26th Sep
Practice notes
BREXIT IMPACT: The law as set out in this Practice Note may be affected by Brexit. For further details on the potential impact of Brexit, see Impact...
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26th Sep
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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26th Sep
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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26th Sep
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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26th Sep
Practice notes
The agreement of the members of a company is required to make certain changes to a company, such as amending its constitution, name or share capital,...
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26th Sep
Practice notes
The principle definedCompany decisions are made by way of resolutions of the shareholders. There are three ways in which a resolution of a company may...
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26th Sep
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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25th Sep
Practice notes
What is a company's constitution?A company’s 'constitution' is defined under the Companies Act 2006 (CA 2006) as including:•the company’s articles of...
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25th Sep

Most recent Share capital content

Q&As
In this Q&A, we have assumed that the company in question is a private company limited by shares.How can a company disapply pre-emption rights set out...
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8th Oct
Q&As
Having a shareholder who cannot be located can cause practical difficulties for a company (eg, in relation to its administration). However, it may be...
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8th Oct
Practice notes
Under the Companies Act 2006 (CA 2006), a company is formed when one or more persons:•subscribe their names to a memorandum of association, and•comply...
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8th Oct
Practice notes
This guidance, dated March 2014, produced by The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) (CGI), provides new...
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9th Oct
Practice notes
Market Tracker’s trend report, Dividends 2018—Market Tracker Trend Report, looks at market practice for the payment of dividends across the FTSE 350....
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9th Oct
Practice notes
Market Tracker’s latest trend report, Dividends 2019—Market Tracker Trend Report, gives an update on market practice for the payment of dividends...
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9th Oct
Practice notes
It is a fundamental rule of English company law that a limited company having a share capital must maintain that capital. Therefore, a company must...
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Produced in partnership with Christopher Field of Dechert 9th Oct
Practice notes
A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share...
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9th Oct
Practice notes
) Distribution is given a wide definition for the purpose of Part 23 of the Companies Act 2006 (ss 829–853) (CA 2006), meaning every description of...
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9th Oct
Practice notes
Coronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, the London Stock Exchange released a notice to give companies guidance on the...
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9th Oct
Practice notes
A limited company may hold, or deal with, shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. Those shares...
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9th Oct
Practice notes
A company’s share capital comprises the number of shares it has issued and allotted to shareholders at any given time. This Practice Note considers...
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9th Oct
Practice notes
A limited company may hold, or deal with, shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. Those shares...
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9th Oct
Practice notes
A dividend is a type of distribution made by a company to its members. n relation to the law and practice relating to distributions made by a company,...
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9th Oct
Practice notes
The law and practice relating to distributions made by a company, as it applies to all types of company, is set out in this Practice Note.A dividend...
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9th Oct
Q&As
It is assumed for the purpose of this Q&A that no shares in the company in question are publicly traded and that the company is lawfully able to...
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Produced in partnership with Andrew Mills (Partner) and David Harris (Associate) of MJ Hudson 9th Oct
Q&As
Restrictions on distributionsA distribution will be unlawful if it does not comply with the requirements of Part 23 of the Companies Act 2006 (CA...
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9th Oct
Q&As
The directors of a company may recommend that an interim dividend or final dividend is satisfied with non-cash assets (ie by a dividend in specie) if...
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9th Oct
Q&As
The Companies Act 2006 (CA 2006) provides that each share in a limited company must have a fixed nominal value, eg, £1.There are no statutory or other...
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9th Oct
Q&As
We are not aware of a specific prohibition or restriction in company law on waiving part of a dividend. However, it will be necessary to determine...
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9th Oct

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