Corporate transactions

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Practice notes
This Practice Note explains the Principles for Businesses (PRIN) set down by the Financial Conduct Authority (FCA). The Principles form part of the...
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9th Nov
Practice notes
This Practice Note provides an introduction to retained EU law, which is an entirely new legal concept introduced to UK domestic law in preparation...
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9th Nov
Practice notes
Coronavirus (COVID-19): HMRC has stated in its International Manual that if a financial institution cannot meet the FATCA reporting deadline of 31 May...
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Produced in partnership with Ali Kazimi and Chris Orchard of Hansuke Consulting Limited 12th Jan
Practice notes
Overview of nil paid and partly paid sharesThe opportunity to subscribe for or purchase shares nil or partly paid has been and continues to be a...
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Produced in partnership with Simon Adams of RSM UK Tax and Accounting Limited 12th Jan
Practice notes
The Quoted Companies Alliance (QCA) is an independent membership organisation that champions the interests of small to mid-sized quoted companies. One...
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9th Nov
Practice notes
Companies in both the US and the UK have a long history of involving employees in equity ownership, and both countries have provided tax breaks and...
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Produced in partnership with Jonathan Fletcher Rogers of Addleshaw Goddard 12th Jan
Practice notes
What are growth shares?Growth shares, also known as value shares or hurdle shares, are a specially constituted class of shares which have restricted...
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9th Nov
Practice notes
Types of LTIP awardsThe most common type of awards that can be made under a long-term incentive plan (LTIP) include:•conditional share awards (which...
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Produced in partnership with Jeremy Edwards of Baker McKenzie 12th Jan
Practice notes
Specific income tax rules (in sections 471–487 of the Income Tax (Earnings and Pensions) Act 2003 (Part 7, Chapter 5) (ITEPA 2003)) apply to...
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9th Nov

Most recent Corporate transactions content

Precedents
this declaration of trust is made on [insert date on which this declaration of trust is executed] by: [[insert name of transferor of shares] of...
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18th Jan
Practice notes
A limited company may buy back shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006) are met. This is known as a share...
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18th Jan
Practice notes
This Practice Note deals with private equity-backed UK management buyouts (MBOs) and examines the employment tax issues arising for a UK management...
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15th Jan
Practice notes
This Practice Note deals with private equity-backed management buyouts (MBOs) and examines the tax issues arising for UK managers on the operation of...
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15th Jan
Practice notes
This Practice Note:•illustrates the partnership structure of a typical onshore limited partnership fund•explains what carried interest is,...
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Produced in partnership with Emily Clark of Travers Smith 15th Jan
Practice notes
An earn-out is a particular way of structuring the consideration payable for the acquisition of shares in a company where at least part of the price...
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15th Jan
Practice notes
What is share dilution?Share dilution happens when a company issues additional shares in itself. As a result the existing shareholders' ownership in...
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15th Jan
Practice notes
IntroductionAn initial public offering (IPO), is the first sale of stock by a company to the public. For further details on what an IPO involves, see:...
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Produced in partnership with Stephen Diosi and Caroline Nye-Wilkins of Mischon de Reya 15th Jan
Practice notes
Significance of the target company's share incentive arrangements in the event of a transactionA potential purchaser will typically wish to avoid...
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15th Jan
Practice notes
What is a cashless exercise of options?The ‘cashless exercise’ of options or a 'cashless exercise facility' refers to the mechanism by which share...
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15th Jan
Practice notes
Overview of key issuesThe key concepts discussed in this Practice Note are:•why share incentives are a key issue on a takeover by scheme of...
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Produced in partnership with Sarah Ferguson of DLA Piper 15th Jan
Practice notes
What is a joint venture?A joint venture (JV) is a commercial arrangement entered into by two or more independent parties whereby each party agrees to...
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15th Jan
Practice notes
What is a rights issue?A rights issue is:•an offer of new shares or other securities•made to existing shareholders of a company or of a particular...
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15th Jan
Practice notes
As a flotation often reaps a higher valuation for the business than under a secondary buyout or trade sale, a flotation of the right business in the...
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15th Jan
Practice notes
Private equity backed companiesThe issues facing private equity backed companies when using shares to incentivise employees are similar to those faced...
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Produced in partnership with Becky Rees of Parisi Tax LLP 15th Jan
Practice notes
What are the offeror's obligations in relation to the target company's share plan participants?If an offer is made for the shares of a listed company,...
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15th Jan
Practice notes
IntroductionGroups of companies undertake reorganisations for many and varied reasons but, regardless of the reason, those reorganisations will often...
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Produced in partnership with Sara Cohen of Lewis Silkin LLP and Karen Cooper of Cooper Cavendish 15th Jan
Practice notes
What is a joint venture?A joint venture (JV) is a commercial arrangement entered into by two or more independent parties whereby each party agrees to...
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15th Jan
Practice notes
This Practice Note covers the following topics:•the law governing exchange of save as you earn (SAYE) options•exchange of SAYE options◦circumstances...
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15th Jan
Practice notes
The impact of capital reorganisations, takeovers and demergers on awards made under a share incentive plan (SIP) is more complex than other...
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Produced in partnership with Jonathan Fletcher Rogers of Addleshaw Goddard 15th Jan

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