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PRACTICE NOTES
On 22 September 2022, the government published The Economic Crime and Corporate Transparency Bill (the Bill). On 26 October 2023 the Bill received Royal Assent, becoming The Economic Crime and Corporate Transparency Act 2023 (ECCTA 2023). Among numerous other changes relating to a company’s filing obligations with Companies House, the ECCTA 2023 contains provisions reforming a number of aspects of the regime relating to a limited partnership (LP) established in England. For detailed information on the existing LPs regime, and links to all related legislation and guidance, see Practice Notes: The nature of a limited partnership and its legal framework and Forming a limited partnership and continuing obligations. It should be noted that while the ECCTA 2023 is now in place, certain of its provisions, including those relating to the reform of the regime relating to LPs, are yet to enter into force. The Department for Business, Innovation, Science and Trade (BIST), which was formerly the Department for Business & Trade, have noted in a progress report published in May 2024 that subject
PRACTICE NOTES
The Economic Crime and Corporate Transparency Act 2023 (ECCTA 2023) received Royal Assent on 26 October 2023. ECCTA 2023 is being implemented in stages. Compulsory identity verification for directors and people with significant control (PSCs) began on 18 November 2025. Companies House expects to complete the transition period for existing directors and PSCs by the end of 2026, while other measures will be commenced separately in accordance with its implementation timetable. Many of the key provisions came into force on 4 March 2024 via The Economic Crime and Corporate Transparency Act 2023 (Commencement No. 2 and Transitional Provision) Regulations 2024. For information on the implementation of these rules and powers, see Practice Note: The Economic Crime and Corporate Transparency Act 2023—tracker. Companies House has published an implementation plan setting out the indicative timetable for commencing the remaining ECCTA 2023 measures. Identity verification ECCTA 2023 contains identity verification requirements for company directors, PSCs and anyone else filing with Companies House (see ECCTA 2023, ss 43, 64 and 72). A 12-month transition period, which began
GLOSSARY
Trustee that is a company rather than an individual person.
PRACTICE NOTES
THIS PRACTICE NOTE APPLIES TO TRUST-BASED OCCUPATIONAL PENSION SCHEMES Occupational pension scheme trustees will usually be either individual trustees or corporate trustees. A corporate trustee will usually be a private limited company governed by the Companies Act 2006 (CA 2006). Corporate trustees are commonly appointed in one of two ways: • instead of a board of individual trustees of a particular scheme. A trustee company will be incorporated to typically act only as the sole trustee of one scheme and the directors of the trustee company will in effect act in place of the board of individual trustees. The directors will commonly be referred to as trustees, although technically they are directors and would be better described as ‘trustee directors’. An independent professional trustee company can be appointed as a trustee director to a trustee company of this type • independent professional trustees are usually constituted as limited companies. They may be appointed alongside other individual trustees or appointed as sole trustees. The person who undertakes the day-to-day
NEWS
Arbitration analysis: Compagnie Des Grands Hôtels D’Afrique (Compagnie) is the owner of a five-star hotel in Morocco. The hotel was managed by Woodman under a long-standing management agreement. For years the inadequately funded Woodman underperformed. Finally, it stopped paying rent. In 2015, Compagnie obtained an arbitral award in England against Woodman for c.US$55m but Woodman could not pay. Compagnie therefore sought to enforce the award against Woodman’s Delaware parent company, Starman Hotel Holdings LLC (Starman) under the New York Convention. However, the Delaware District Court held that Compagnie had failed to show that Starman was Woodman’s corporate alter ego. Parties must satisfy a stringent twofold test before courts will agree to ‘pierce the corporate veil’. In addition to showing that two companies operated as a single economic entity, fraud or fraud-like abuse of the corporate structure must also be shown. This Compagnie failed to do. Its inability to recover from Woodman was just the result of an ordinary business risk. Written Alex Wilbraham, independent arbitrator and member of Arbitra International.
GLOSSARY
Venture capital provided by large corporations to further their own strategic interests.
NEWS
This week's edition of Corporate weekly highlights includes news of publication of the FCA’s consultation on the prospectus regime reform, and updated forms and checklists for the new UK listing regime. The highlights also include publication by the European Commission of an FAQ on the EU Corporate Sustainability Due Diligence Directive, and the Takeover Appeal Board’s decision on Code breaches in relation to MWB Group.
NEWS
This week's edition of Corporate weekly highlights includes: the Financial Reporting Council publishing guidance to aid companies in their application of the UK Corporate Governance Code 2024 and the publication of the FCA’s Primary Market Bulletin 47 which looks at developments concerning the UK’s short selling regime and the latest Credit Rating Agency UK Market Share Report.
NEWS
This week's edition of Corporate weekly highlights includes news of confirmation from the government that it intends to proceed, in 2027, to replace stamp duty and stamp duty reserve tax (SDRT) with a single, self-assessed tax on securities. In connection with this, the government has also launched a consultation on modernising the rules concerning the legislation concerning imposing the 1.5% higher rate charge on stamp taxes on shares.
NEWS
This week's edition of Corporate weekly highlights includes: a new Market Standards Trend Report on trends in UK equity capital markets in 2024, a publication of the Market Standards Public M&A Trend Report for Q1 2025, a new LSE discussion paper on AIM reforms, a FCA consultation paper on proposed changes to the UK Listing Rules, the launch of the new Companies House identity verification service and the regulations reducing the reporting burdens on companies by increasing the financial thresholds that determine whether a company is a micro-entity or small, medium-sized or large for the purpose of non-financial reporting requirements under CA 2006 that came into force on 6 April.
NEWS
This week's edition of Corporate weekly highlights includes: two new Practice Statements and a consultation issued by the Takeover Panel, a new set of boardroom guides published by the Quoted Companies Alliance (QCA) and the publication of two exposure drafts by the International Sustainability Standards Board (ISSB) containing proposed changes to the Sustainability Accounting Standards Board (SASB) Standards and consequential amendments to the industry-based guidance on implementing International Financial Reporting Standard 2 (IFRS S2).
NEWS
This week's edition of Corporate weekly highlights includes publication by the IA of its new Principles of Remuneration, adoption by the EU Council of the listing act and draft regulations to amend the Reporting on Payment Practices and Performance Regulations.