Corporate transactions

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Corporate transactions guidance:

What is a cashless exercise of options? The ‘cashless exercise’ of options or a 'cashless exercise facility' refers to the mechanism by which share options can be...

Practice Note

Corporation tax deduction for costs incurred in setting up and operating employee share schemes Costs incurred in setting up and operating an employees’ share scheme may...

Practice Note

The requirements for a company share option plan (CSOP) rollover are complex. This note will examine: • what is a CSOP rollover? • the reasons for using a CSOP rollover •...

Practice Note

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 class of shares in...

Practice Note

What is a demerger? A demerger is a form of corporate reconstruction. It normally involves the division of a trade (or trades) carried on by a company (or group of...

Practice Note

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 right market...

Practice Note

An earn-out is a particular way of structuring the consideration payable for the acquisition of shares in a company (the Target) where at least part of the price is to be...

Practice Note

The criteria for an enterprise management incentives (EMI) rollover are complex, this note will examine: • what is an EMI rollover? • the reasons for using an EMI...

Practice Note

Employee benefit trusts (EBTs) are a type of discretionary trust which are primarily established to enable companies to provide shares, cash or other benefits to their...

Practice Note

Relevance of the takeover code to share acquisitions by an EBT It may be necessary to consult the Takeover Panel (Panel) in certain circumstances if the trustee of an...

Practice Note

This Practice Note: • illustrates the partnership structure of a typical onshore limited partnership fund • explains what carried interest is, and • describes the tax...

Practice Note

What is share dilution? Share dilution happens when a company issues additional shares in itself. As a result the existing shareholders' ownership in the company is...

Practice Note

Private equity backed companies The issues facing private equity backed companies when using shares to incentivise employees are similar to those faced by all companies....

Practice Note

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 develop, often for...

Practice Note

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 develop, often for...

Practice Note

Understanding the impact of a corporate transaction on the company's share incentives If a company is subject to a corporate transaction, this will often have an impact...

Practice Note