For the purposes of this Q&A, we have assumed that the company in question is a private company limited by shares and that the proposed share buyback is not for the purposes of, or pursuant to, an employees’ share scheme within the meaning of section 1166 of the Companies Act 2006 (CA 2006). There is nothing in the CA 2006 or otherwise that prevents a shareholders’ agreement containing a provision that requires a company to buy back a shareholders’ shares within a particular timeframe. However, there are a number of reasons why including such a provision in a shareholders’ agreement may not be desirable: • For the requirement to be enforceable against the company, it would be need to be a party to the shareholders’ agreement. On the issues this may raise, please see paragraphs [4.42] and [4.43] of Reece, Thomas & Ryan: The Law and Practice of Shareholders’

Qualified and fully qualified covenants If a lease covenant states that alterations cannot be carried out without the consent of the landlord (a 'qualified covenant'), if the proposed alteration is an 'improvement', then under s 19(2) of the Landlord and Tenant Act 1927 (LTA 1927), the alterations covenant is deemed to be subject to a proviso that such consent cannot be unreasonably withheld (a 'fully qualified covenant'). An improvement is an alteration which enhances the premises from the tenant's point of view by, for instance, increasing their value or utility. Consequently, where the lease specifies that an alteration requires the landlord's consent, the landlord will almost certainly not be able to withhold that consent unreasonably. See Practice Note: Landlord’s consent

Section 27B(1) of the Housing Act 1985 defines a ‘housing co-operative’ as a ‘society, company or body of trustees with which a housing co-operative agreement was made’ between the co-operative and either a local housing authority or a new town corporation. This Q&A looks specifically about a housing co-operative registered under the Co-operative and Community Benefit Societies Act 2014 (CCBSA 2014), and in particular how to bring a money claim against it. Before 1 August 2014, the main body of legislation governing such societies was the Industrial and Provident Societies Act 1965 (IPSA 1965). CCBSA 2014 consolidated a number

While we are aware of the occasional practice of a significant defect being carved out of a practical completion certificate (sometimes referred to as a ‘qualified practical completion certificate’), on the agreement that the defect will be rectified within a specified timeframe following practical completion, we have never come across this approach in relation to a certificate of making good defects. Having said that, we are not aware of any principle or case law to the effect that a defect could not be carved out of a certificate of making good defects in this way. The parties should take note of the consequences that issuing a certificate of making good defects may have under

According to the Civil Procedure Rules and Practice Directions, it is not possible to issue a claim in the County Court by email. See CPR PD 5B, para 2.1 which provides that 'Subject to paragraphs 2.2 and 2.3, a party may e-mail the court and may attach or include one or more specified documents to or in that e-mail'. 'Specified documents' is defined in CPR PD 5B, para 1.3

See the Planning Portal’s guidance notes: Can I amend a submitted application? This explains how to make amendments to an application which has been submitted on the Planning Portal. It states that there are several types of amendment that can be made, depending

A company voluntary arrangement (CVA) is a process established by the Insolvency Act 1986 whereby a company makes a proposal to its creditors in order to come to an arrangement to settle its outstanding debts. Although there is no requirement to prove that the company proposing the CVA is insolvent, in practice many companies in CVAs are insolvent or experiencing severe financial difficulties but are still trading with the aim of returning to profit in the future. All creditors that had been given notice of the CVA are bound by the terms of the CVA in respect of amounts owed by the company as at the date of the CVA. If creditors either start to trade or continue to trade with

It is possible to license a patent application. Patents and patent applications are treated as personal property by section 30 of the Patents Act 1977 (PA 1977), and as such rights in a patent or application may be licensed; see Practice Note: Licensing intellectual property rights and Patent licence

Section 1(1) of the Congenital Disabilities (Civil Liability) Act 1976 (CD(CL)A 1976) permits an action to be brought by (or on behalf of) a child after it is born, if the child’s disability (in this case, the heart defect) can be linked under normal causation principles to a defendant’s negligence in a road traffic accident. ‘1 Civil liability to child born disabled (1) If a child is born disabled as the result of such an occurrence before its birth as is mentioned in subsection (2) below, and a person (other than the child's own mother) is under this section answerable to the child in respect of the occurrence, the child's disabilities are to be regarded as damage

The correct process to be followed to amend a stock transfer form (or any legal document) depends upon whether or not it has taken legal effect. When making an amendment to a stock transfer form, it is important to remember that it will need to be acceptable to a number of parties with an interest in the relevant share transfer—the transferee, the transferor, the company secretary and directors of the company whose shares are being transferred and HM Revenue & Customs (HMRC). In addition, where there is a share purchase agreement or other relevant documentation in place relating to the share transfer, the parties will need to ensure that the stock transfer form (including any amendment that is made to it) is consistent with such documents. A stock transfer form may or may not be executed as a deed, depending on the circumstances (see Q&A: Does a stock transfer form need to be executed as a deed?). For more information

Such an application is made pursuant to CPR 23. There is nothing in CPR 23 that requires a separate application notice to be used for different

Variation of a contract Variation of a contract occurs when the parties agree to change certain terms from those originally agreed, while the remaining terms continue to operate without amendment. The variation can be effected in the following ways: • written agreement—this could be by way of a formal contract, deed, correspondence or emails • oral agreement—however, if the original contract provides that the agreement can