About Corporate Law
Today, you’re advising an entrepreneur on a new start up. Tomorrow, you might be facilitating a fundraising on the financial markets. Whatever the challenge, Lexis+ Corporate is the place to start.
Private mergers and acquisition
A range of precedents including 15 versions of the share purchase agreement. They’re supported with a suite of additional clauses to cover off different transaction structures.
Share capital topics
Guidance with key actions for shares you’ve issued or allotted to stakeholders. Practice Notes and Q&As take you through procedures needed by statute, analyse developments in case law, and tackle tricky technical points.
Current awareness, horizon-scanning and trackers
Weekly highlights newsletter feature the latest key news stories by topic. It’s supplemented by a horizon-scanning document, looking at key developments affecting corporate lawyers in the months ahead.
Corporate clients
One day you might be advising an entrepreneur on a new start up. Another you’re facilitating a fundraising on the financial markets. Whatever the challenge, Lexis+ Corporate is the place to start.
Topics We Cover
Latest Corporate News
Dispute Resolution analysis: The Court of Appeal held (overturning the first instance decision) that, where the unfairly prejudicial conduct of the...
This week's edition of Corporate weekly highlights includes news of publication by the Department for Business and Trade of its second annual progress...
The Upper Tribunal (Tax and Chancery Chamber) (the Upper Tribunal) has upheld the FCA’s decisions that Craig Donaldson and David Arden, former chief...
The Department for Business and Trade (DBT) has published its second annual progress report on the implementation of the Economic Crime and Corporate...
This week's edition of Corporate weekly highlights includes publication of the FCA’s final rules for the PISCES sandbox to allow trading in private...
Latest Corporate Practice Notes
Implementation of the Economic Crime and Corporate Transparency Act 2023The Economic Crime and Corporate Transparency Act 2023 (ECCTA 2023) received...
Holding entirely virtual or hybrid general meetings and AGMsThis Practice Note considers the law and institutional investor guidance relating to the...
The Walker GuidelinesThis Practice Note provides an overview of the Walker Guidelines for Disclosure and Transparency in Private Equity for enhanced...
Pre-emption rights on allotment—public companies (other than listed companies and AIM companies)Pre-emption rights on allotment give each of a...
Pre-emption rights on allotment—private companiesPre-emption rights on allotment give each of a company's shareholders a mechanism to protect...
Latest Corporate Precedents
Re-registration of an unlisted public company as a private limited company—circular to shareholders and notice of general meetingCompany number:...
Assignment agreementThis AGREEMENT is made on [date]Parties1[insert name of Assignor] [of OR a company incorporated in [England and Wales] under...
Deed of contribution—buyout—management sellersThis Deed is made on [insert day and month] 20[insert year]Parties1The several persons whose names and...
Stamp duty adjudication letterFORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: Following the call for evidence in...
Application letter—stamp duty group relief—FA 1930, s 42FORTHCOMING CHANGE relating to the modernisation of stamp taxes on shares framework: Following...
Latest Corporate Q&As
Featured Corporate content
Separate legal personality and the corporate veil
Separate legal personality and the corporate veilCorporate legal personality—the Salomon principleA properly formed registered company is a separate...
A company’s constitution
A company’s constitutionWhat is a company's constitution?A company’s 'constitution' is defined under the Companies Act 2006 (CA 2006) as...
Allotment and issue of shares—fundamentals
Allotment and issue of shares—fundamentalsSTOP PRESS: A significant restructuring of the UK listing regime came into effect on 29 July 2024, which...
Private companies limited by shares
Private companies limited by sharesThis Practice Note summarises the main features of a private company limited by shares. It also covers key...
Holding an AGM of a private company or unlisted public company
Holding an AGM of a private company or unlisted public companyThis Practice Note summarises the law, guidelines and market practice relating to the...
Removal of a director
Removal of a directorThis note should be read in conjunction with Practice Note: Appointment, retirement and resignation of a director.For an...
Unlimited companies
Unlimited companiesThis Practice Note summarises the main features of an unlimited company and why an unlimited company might be used as a vehicle to...
Loan notes—fundamentals
Loan notes—fundamentalsThis fundamentals note considers some of the key characteristics of loan notes which may be issued by a private limited company...
Private equity investment—ratchets
Private equity investment—ratchetsA ratchet in private equity is a mechanism to vary the amount of equity held by founders, managers and employees...
Directors’ remuneration
Directors’ remunerationCompany directors are not, by virtue only of their office as director, automatically entitled under company law to remuneration...
Drag along and tag along—fundamentals
Drag along and tag along—fundamentalsDrag along and tag along rights are common provisions in private equity (PE)/venture capital (VC) and corporate...
A guide to share purchase agreements
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...
Transfer of shares—law and procedure
Transfer of shares—law and procedureThere are a number of circumstances in which shares in a company may be transferred, the most common of which are...
Companies limited by guarantee
Companies limited by guaranteeWhat is a company limited by guarantee?Limited companies can be either limited by shares or by guarantee. A company...
Quorum requirements for general meetings (including AGMs)
Quorum requirements for general meetings (including AGMs)This Practice Note summarises the law relating to quorum requirements for a company’s general...
Company records—a company's statutory registers
Company records—a company's statutory registersThe Companies Act 2006 (CA 2006) requires companies to keep the following statutory registers:•the...
Fiduciary duties of directors
Fiduciary duties of directorsThis Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the...
Share certificates
Share certificatesShares in a company can be issued as certificated shares or uncertificated shares.Shares issued by private companies and unlisted...
Associated legal terms
Auction sale
A share sale/asset sale by way of auction elicits competitive bidding for the target company/target business among interested parties at the highest price and on the best possible terms. Auctions can be run with many bidders or can be targeted with a select few bidders (which generally depend on the market in which the target company operates and the nature of its business/on the nature of the business and the market in which it operates). The seller will generally take control of an auction process and appoint various advisers to act on its behalf, eg an investment bank, which will market the sale of the target company/target business on its behalf.
Merger by absorption of a wholly-owned subsidiary
A form of statutory merger under the now revoked Cross-Border Mergers Regulations where a transferor company which was a wholly-owned subsidiary transferred all its assets and liabilities to its parent company.
Treasury shares
A limited company may hold, or deal with, shares in itself, if certain conditions set out in CA 2006, ss 724–729 are met. Those shares are held in treasury and referred to as the company's treasury shares.
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