Corporate transactions and share incentives

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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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6th Oct
Practice notes
A share purchase agreement (SPA) will typically include warranties and indemnities given by the seller in favour of the buyer.Why warranties and...
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26th Sep
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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5th 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
The allotment of shares and issue of shares is governed by statute and the applicable statutory provisions differ according to the type of company...
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13th Oct
Practice notes
This Practice Note considers the nature of shares in a company and the classes into which they can be divided. If a company has shares of different...
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25th Sep
Practice notes
A company having a share capital may have separate classes of shares. As a general rule, a type of share will form a separate class from other shares...
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8th Oct
Practice notes
Coronavirus (COVID-19): Following the COVID-19 outbreak, some Companies House filing and other administrative procedures have been temporarily...
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26th Sep
Practice notes
The allotment and issue of shares is governed by statutory rules, which differ according to the type of company which is proposing the allotment...
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13th Oct
Practice notes
A limited liability partnership (LLP) is not a partnership but a body corporate that is formed under the Limited Liability Partnerships Act 2000 (LLPA...
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26th Sep
Practice notes
Coronavirus (COVID-19): Following the COVID-19 outbreak, some Companies House filing and other administrative procedures have been temporarily...
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14th Oct
Practice notes
This Practice Note summarises the law in relation to calling a general meeting of a private company limited by shares or a public company limited by...
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25th Sep
Practice notes
Sources of partnership lawThe main body of law governing a general partnership formed under English law (as opposed to a limited liability...
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25th Sep
Practice notes
An intra-group reorganisation involves the transfer of group company share capital or group assets between two or more companies in the same corporate...
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19th 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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12th Oct
Practice notes
A limited company that proposes to issue redeemable shares must comply with the provisions of the Companies Act 2006 (CA 2006).Why do companies issue...
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12th Oct

Most recent Corporate transactions and share incentives content

Practice notes
BackgroundThe Financial Reporting Council (FRC) is responsible for corporate governance in the UK, and as such also has responsibility to publish and...
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25th Sep
Practice notes
IntroductionGroups of companies undertake reorganisations for many and varied reasons but, regardless of the reason, those reorganisations will often...
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25th Sep
Practice notes
Overview of key issuesThe key concepts discussed in this Practice Note are:•why share incentives are a key issue on a takeover by scheme of...
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25th Sep
Practice notes
Structure of public-to-private takeoversA public to private transaction is one where an unlisted company acquires a listed company, so that the target...
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25th Sep
Practice notes
This practice note details the obligations placed on quoted companies in respect of the establishment, implementation and operation of a deferred...
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25th Sep
Practice notes
This Practice Note focuses on some key corporate issues that arise in the context of share incentives including:•the company law requirements that do...
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25th Sep
Practice notes
What is a joint venture?A joint venture (JV) is a commercial arrangement entered into by two or more independent parties whereby each party agrees to...
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25th Sep
Practice notes
This Practice Note describes:•what corporate governance is•corporate governance for private companies•the UK approach to corporate governance in...
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25th Sep
Practice notes
The Financial Services and Markets Act 2000 (FSMA 2000) is the principal legislation governing the financial services sector and regulating securities...
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25th Sep
Practice notes
A company may need to raise additional capital for a number of reasons. This may be to fund an acquisition it wants to make or to meet ongoing...
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25th Sep
Practice notes
Relevance of the takeover code to share acquisitions by an EBTIt may be necessary to consult the Takeover Panel (Panel) in certain circumstances if...
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25th Sep
Practice notes
Brexit: For details of the potential impact of Brexit on the Listing Rules, see Practice Note: Brexit—UK listing and prospectus regime.Introduction to...
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25th Sep
Practice notes
FORTHCOMING CHANGE: The EU Fifth Anti-Money Laundering Directive (5MLD) was published in the EU official journal on 19 June 2018 and came into force...
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25th Sep
Practice notes
This Resource Note outlines the main provisions of Rule 16 of The City Code on Takeovers and Mergers (Code) and highlights relevant materials,...
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25th Sep
Practice notes
IntroductionAn initial public offering (IPO), is the first sale of stock by a company to the public. For further details on what an IPO involves, see:...
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25th Sep
Practice notes
This Practice Note describes:•what is meant by 'disguised remuneration'•the basis of the disguised remuneration charge, and•the tax implications of a...
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26th Sep
Precedents
Additional definitionsOption Holders•[insert list of Option Holders who are exercising their Options or refer to relevant schedule of Option...
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26th Sep
Practice notes
This Practice Note describes:•what 'restricted securities' are, and•how restricted securities are taxedThe Income Tax (Earnings and Pensions) Act 2003...
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26th Sep
Precedents
DefinitionsOption•the respective rights to acquire Shares granted to each Option Holder;Option Holder•[insert list of Option Holders whose Options are...
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26th Sep
Precedents
1by this power of attorney made on [insert date on which the appointor executes the power of attorney]I [insert name of option holder] (the Appointor)...
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26th Sep

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