Q&As

In relation to the sale of a company, some of the shares are held by pension schemes. How do those pension schemes execute the share purchase agreement?

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Published on LexisPSL on 02/08/2018

The following Pensions Q&A provides comprehensive and up to date legal information covering:

  • In relation to the sale of a company, some of the shares are held by pension schemes. How do those pension schemes execute the share purchase agreement?

Where there are two or more individual trustees of a pension scheme the basic rule is that the trustees must act jointly. This rule is a corollary of the rule that trustees cannot delegate their duties. This means, for example, that a trustee cannot appoint a co-trustee to perform their duties for them and act unanimously. However, this rule can be relaxed by the terms of the pension scheme’s trust deed and/or by statute.

The power for trustees of a pension scheme to execute a deed or other documentation, including a share purchase agreement, comes from two sources:

  1. the provisions of the pension scheme’s trust deed and rules—the trust deed will need to be checked to ascertain the power and capacity of the trustee and whether it allows a majority of trustees to enter into deeds or other documents that binds all the trustees, including tho

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