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PRECEDENTS
COMMONHOLD AND LEASEHOLD REFORM ACT 2002 NOTICE OF INVITATION TO PARTICIPATE IN RIGHT TO MANAGE To [name and address](See Note 1 below) 1 [name of RTM company] (“the company”), a private company limited by guarantee, of [address of registered office], and of which the registered number is [number under Companies Act 2006], is authorised by its articles of association to acquire and exercise the right to manage [name of premises to which notice relates] (“the premises”). The company intends to acquire the right to manage the premises. 2 [The company's articles of association accompany this notice. OR The company's articles of association, may be inspected at [address for inspection] between [specify times]. (See Note 2 below) At any time within the period of seven days beginning with the day after this notice is given, a copy of the articles of association may be ordered from [specify address] on payment of £[specify fee]. (See Note 3 below) ] 3 The names of- (a) the members of the company; (b) the company's directors; and (c) if the company has a secretary, the name of that person are set out in the Schedule below.
PRACTICE NOTES
Form of bills of exchange and promissory notes A bill of exchange is an instrument that is used to transfer money from one person to another instead of the transfer of the actual money itself. A promissory note is often used in similar trade finance situations to a bill of exchange, with the essential difference being that a bill of exchange is an order to pay (usually the drawer ordering the drawee to pay the payee), while a promissory note is a promise to pay (the maker of the note promising to pay the payee). Bills of exchange and promissory notes are governed by the Bills of Exchange Act 1882 (BEA 1882). This Practice Note considers the form that bills of exchange and promissory notes are required to take under BEA 1882 and otherwise. Bills of exchange and promissory notes were traditionally solely paper instruments. However, since the coming into force of the Electronic Trade Documents Act 2023 (ETDA 2023), electronic
PRACTICE NOTES
Debt securities, such as bonds, medium-term notes and commercial paper, are financial instruments which acknowledge a debt—see Practice Notes: Key features of the debt capital markets and Types of debt securities. This Practice Note covers some of the different forms that debt securities can take and explains the meanings of, and differences between: • a bearer security versus a registered security, and • a security issued in definitive form versus a security issued in global form The focus of this Practice Note is on the features of definitive debt securities. It should be read in conjunction with Practice Note: Form of debt securities—global securities which explains: • the features of global debt securities • the differences between a temporary global security versus a permanent global security, and • the differences between a standard global note structure versus a new global note structure and new safekeeping structure Bearer securities versus registered securities Debt securities can be issued either in bearer form or in registered form. Bearer securities Bearer securities share characteristics with another well-known
PRACTICE NOTES
Debt securities, such as bonds, medium-term notes and commercial paper, are financial instruments which acknowledge a debt. For more information, see Practice Notes: Key features of the debt capital markets and Types of debt securities. This Practice Note examines some of the different forms that debt securities can take and explains the meanings of, and differences between: • a definitive security and global security, and • a global security in bearer form and a global security in registered form The focus of this Practice Note is on the key features of global debt securities and the global note structures. It should be read in conjunction with Practice Note: Form of debt securities—definitive securities which explains the key features of definitive securities. What are the differences between global securities and definitive securities? In theory, debt securities can be issued either in definitive form or in global form. In practice, all debt securities issued in the international capital markets are issued in global form. One of the key differences between definitive securities and global securities
PRECEDENTS
Claim No. [insert claim number]. IN THE HIGH COURT OF JUSTICE BUSINESS AND PROPERTY DIVISION INSOLVENCY AND COMPANIES LIST IN [INSERT LOCATION] Judge IN THE MATTER OF [insert name] [LTD OR PLC] [insert company number] AND IN THE MATTER OF THE COMPANIES ACT 2006 FORM OF PROXY To be used for Meeting(s) of the Creditors/Members of the Company (as defined in the Restructuring Plan mentioned below) [full name and address to be inserted in block capitals]Note: If any other Proxy be preferred,
PRACTICE NOTES
If a shareholder wishes to transfer certificated shares in a company, as part of that process they must usually complete and execute an instrument of transfer. This Practice Note looks at the legal requirements relating to instruments of transfer, in particular what form an instrument that is to transfer certificated shares must take and when a stock transfer form is required for a share transfer. Shares in a company can be held in certificated form or uncertificated form. Shares in a company are held in certificated form if the company has, or should have, issued a physical share certificate in respect of the shares. Shares in a company are held in uncertificated form if they are held electronically; a company need not, and will not have, issued a physical share certificate in respect of such shares. For more on the distinction between certificated shares and uncertificated shares, see Practice Note: Transfer of shares—law and procedure. The way in which a transfer of shares takes effect depends, in part, on whether those shares are held in certificated
GLOSSARY
In legal practice, formal adjudication describes a structured, legally prescribed decision‑making process in which an independent adjudicator or tribunal determines a dispute or application by following set procedures, taking evidence and submissions, and issuing a reasoned, binding decision subject to appeal or later review. The phrase itself is descriptive rather than a term of art, but specific regimes define adjudication.A key example is statutory construction adjudication, providing a rapid, interim‑binding determination and “pay now, argue later” cash‑flow protection:- England & Wales and Scotland: Housing Grants, Construction and Regeneration Act 1996 (as amended) and the relevant Scheme regulations.- Northern Ireland: Construction Contracts (Northern Ireland) Order 1997 and associated Scheme.- Ireland: Construction Contracts Act 2013.Decisions are typically due within 28 days and are enforceable in the courts (e.g., TCC in England & Wales, Court of Session in Scotland, High Court in Northern Ireland and Ireland), while remaining open to final determination by arbitration or litigation.Beyond construction, “formal adjudication” is used for tribunal and regulatory determinations (e.g., professional discipline, social security, immigration), denoting a prescribed, adversarial or quasi‑adversarial process with procedural safeguards, written reasons and defined routes of challenge. Usage is broadly consistent across England & Wales, Scotland, Northern Ireland and Ireland.
PRACTICE NOTES
In many restructurings, the early creation of a creditors' committee (or steering committee) will greatly assist negotiations between the debtor company and its creditors, often resulting in a speedier resolution and better returns to creditors as a whole. The committee may be formal or informal/ad hoc (see Practice Note: Informal creditors' committee in a restructuring) and is usually formed of creditors within the same class. The committee will last until either a successful restructuring is agreed and implemented, or until the collapse of restructuring negotiations. There are no statutory rules or best practice guidelines on the creation of committees in a consensual restructuring (unlike formal insolvencies where Statements of Insolvency Practice (SIPs) 15 and 6 apply—see Practice Note: Statements of Insolvency Practice—a quick guide, SIP 15, which provides guidance to insolvency practitioners on reporting and providing information to committees, and also this guide which R3 has produced to help creditors understand the role of a committee and their responsibilities if they agree to become members of a committee). Increasingly, committees are also
PRACTICE NOTES
Functions The functions of a creditors’ committee in a bankruptcy include: • fixing the remuneration of the trustee in bankruptcy (trustee), and • inspecting financial and other records relating to the administration of the bankruptcy estate submitted to the committee by the trustee If the committee is not satisfied with the contents and results of the information, it may inform the Secretary of State, giving the reasons for its dissatisfaction and the Secretary of State may take such action as he thinks fit. In addition to any functions conferred on a committee by any provision in the Insolvency Act 1986, the committee is also to assist the trustee in discharging the trustee’s functions and act in relation to the trustee in such manner as may from time to time be agreed. The rules contained in Insolvency (England and Wales) Rules 2016 (IR 2016), SI 2016/1024, Pt 17 relate to creditors’ committees in bankruptcy. Constitution and establishment A trustee will typically seek a decision from creditors early in the administration of the bankruptcy
PRACTICE NOTES
The Insolvency (England and Wales) Rules 2016 (IR 2016), SI 2016/1024 set out the various rules in relation to liquidation committees in a creditors’ voluntary winding-up and a winding-up by the court (liquidation committees), as well as creditors’ committees in administrations and administrative receiverships (creditors’ committees) (together committees). General A committee is a useful body for the office-holder to consult with regarding strategy and in particular how funds may be used for specific investigations. However, in practice committee’s are formed infrequently. The committee cannot interfere with the office-holder’s statutory duties or make the office-holder do anything that they consider to be inappropriate. In addition to any functions conferred on committees by any provision of the Insolvency Act 1986 (IA 1986), their function is to assist the office-holder in discharging their functions and act in relation to the office-holder in such manner as may from time to time be agreed. For example, the function of a liquidation committee is to provide assistance and also supervision regarding the liquidation as a whole and, in particular, on the orderly
PRECEDENTS
IN THE MATTER OF AN ARBITRATION UNDER THE COMMERCIAL RENT (CORONAVIRUS) ACT 2022 [Property address] (‘the Premises’) BETWEEN: [insert name]        Tenant and [insert name]        Landlord _______________________________________ [ Draft ] TENANT’S FORMAL PROPOSAL FOR RELIEF FROM PAYMENT OF A PROTECTED RENT DEBT _______________________________________ Introduction This is the Tenant’s formal proposal for resolving the matter of relief from payment of a protected rent debt, and is made for the purposes
GLOSSARY
Where, prior to an Offeror having made a firm offer announcement, the board of the offeree announces that it is seeking one or more potential offers by means of a formal sale process. Where a formal sale process has been initiated, dispensations are permitted (under Note 2 on Rule 2.6) from the requirements: (1) to name publicly all offerors that have approached the offeree, and (2) from the put up or shut up regime A preferred offeror may also benefit from a break fee or inducement fee agreement under Note 2 on Rule 21.2.