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
The Takeover Panel Executive has issued Notes to Advisers providing guidance on various types of transactions and statements under the City Code on...
The Financial Reporting Council (FRC) has published updated guidance on the strategic report along with revised scoping tables. The guidance has been...
HM Courts & Tribunals Service (HMCTS) has confirmed that its modernised criminal case management system, Common Platform, will become the central hub...
The Secretary of State has made the Data (Use and Access) Act 2025 (DUAA 2025) (Commencement No 6 and Transitional and Saving Provisions) Regulations...
Accountancy Europe has published factsheets that analyse the Omnibus Directive, which amends both the Corporate Sustainability Reporting Directive...
Latest Corporate Practice Notes
Options, convertibles and other securitiesRules 14 and 15 of the City Code on Takeovers and Mergers (Code) deal with the situation where an offer...
Provision of information during an offerThe rules of the City Code on Takeovers and Mergers (Code) regarding the provision of information during an...
Conditions, pre-conditions and terms to an offerThis Practice Note looks at conditions, pre-conditions and terms typically included in public company...
Takeover Code—Appendix 1—Rule 9 WaiversThis Resource Note outlines the main provisions of Appendix 1 to the City Code on Takeovers and Mergers (Code),...
Takeover Code—Rule 17—Announcement of acceptance levelsThis Resource Note outlines the main provisions of Rule 17 of the City Code on Takeovers and...
Latest Corporate Precedents
Retained EU law—training materials [Archived]ARCHIVED: This Precedent has been archived and is not maintained.These training materials consist of...
Placing agreement—AIMThis Agreement is made on [insert day and month] 20[insert year]Parties1[insert name of Company] a company incorporated in...
Board minutes—IPO—AIM—impactCompany number: [insert number][insert company name] limitedMinutes of a meeting of [a committee of] the board of...
Board minutes—IPO—Main Market—approving intention to float announcementSTOP PRESS: Significant reforms to the UK prospectus regime came into force on...
Irrevocable undertaking—offer & subscription (open offer)[insert company's name] ([Company])[insert address of company]and[insert address of...
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
Certificate of incorporation on re-registration
In the case of re-registration of a company, a certificate of incorporation will be issued to reflect the company's re-registered status. Upon the issue of the certificate, the company becomes re-registered and the associated changes to the company's name and articles take effect. The certificate is conclusive evidence that the requirements of the CA 2006 as to re-registration have been complied with. The company's previous incorporation certificates should be retained as evidence of the company's historical identity and status.
Marketing arrangement
A company’s shares are subject to a marketing arrangement on a recognised investment exchange if they are listed under FSMA 2000, Pt 6, ie admitted to the Official List, or the company has been afforded facilities for dealings in the shares to take place on the exchange without prior permission for individual transactions from the authority governing that investment exchange, and without limit as to the time during which those facilities are to be available (CA 2006, s 693(3)).
Offer to the public
In the context of the UK prospectus regime (and more fully defined in section 102B of FSMA 2000), a communication in any form and by any means to any person which presents sufficient information on the transferable securities to be offered and the terms on which they are offered to enable an investor to decide to purchase or subscribe for those securities. An offer of securities to the public will, subject to certain exemptions, require the issuer to prepare a prospectus which must be approved by the FCA. See FSMA 2000, s 102B.
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