Corporate transactions

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Practice notes
How CSOPs work and key featuresThis Practice Note covers the following topics in high level detail:•what are CSOPs?•the law governing CSOP options•the...
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19th May
Practice notes
The Quoted Companies Alliance (QCA) Corporate Governance CodeThe Quoted Companies Alliance (QCA) is an independent membership organisation that...
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19th May
Practice notes
Payments for a director’s loss of officeThe Companies Act 2006 (CA 2006) contains provisions relating to payments made by a company to a director as...
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19th May
Practice notes
How employment income is taxed—non-cash earnings or benefitsIn addition to cash earnings, such as wages or salaries, many reward packages include...
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19th May
Practice notes
IFPRU Remuneration CodeBREXIT: 11pm (GMT) on 31 December 2020 (‘IP completion day’) marked the end of the Brexit transition/implementation period...
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19th May
Practice notes
Unapproved share options—tax treatmentSpecific income tax rules (in sections 471–487 of the Income Tax (Earnings and Pensions) Act 2003 (Part 7,...
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19th May
Precedents
FORTHCOMING CHANGE: On 18 March 2021, it was announced that the government was launching a consultation on wide-ranging reforms to modernise the...
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Produced in partnership with Sam Whitaker of Shearman & Sterling 19th May
Practice notes
Brexit legislation trackerThis Practice Note tracks the progress of UK legislation introduced as part of the legislative project associated with the...
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19th May
Practice notes
Non-executive directors—independenceThe concept of independence is key to provisions in the UK Corporate Governance Code (UKCG Code) on board...
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Produced in partnership with Advanced Boardroom Excellence 19th May
Practice notes
FATCA in the UK—the UK:US Intergovernmental Agreement: an outlineIP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit...
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Produced in partnership with Ali Kazimi and Chris Orchard of Hansuke Consulting Limited 19th May
Practice notes
Introduction to retained EU lawThis Practice Note provides an introduction to retained EU law. It provides an overview of the key definitions and...
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Produced in partnership with Dr. Kieran Laird of Gowling WLG 19th May
Practice notes
The Budget and Finance Bill processThe Budget is a Parliamentary event at which the Chancellor of the Exchequer makes important announcements relating...
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19th May
Practice notes
Unapproved share optionsWhat are unapproved share options?Share options are rights to acquire shares which can be exercised when certain conditions...
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19th May
Practice notes
EMI—trading activitiesEMI Review: In the Spring Budget 2020, the government announced that it will review the enterprise management incentives (EMI)...
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19th May
Practice notes
Comparison of UK and US share incentive arrangementsCompanies in both the US and the UK have a long history of involving employees in equity...
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Produced in partnership with Jonathan Fletcher Rogers of Addleshaw Goddard 19th May
Practice notes
How do I contact HMRC with a share schemes related query?HMRC consists of specialist departments dealing with specific areas of employment related...
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19th May

Most recent Corporate transactions content

Precedents
Share incentive plan due diligence questionsIntroductionThis questionnaire is designed to enable a purchaser, the purchaser’s solicitors and other...
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5th Jun
Precedents
Share options completion deliverablesDefinitionsOption•the respective rights to acquire Shares granted to each Option Holder;Option Holder•[insert...
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5th Jun
Precedents
Save as you earn (SAYE) due diligence questionsIntroductionThis legal due diligence questionnaire relates to the proposed purchase by [insert buyer...
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5th Jun
Precedents
Company share option plan (CSOP) due diligence questionsIntroductionThis legal due diligence questionnaire relates to the proposed purchase by [insert...
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5th Jun
Precedents
Cashless exercise wordingAdditional definitionsOption Holders•[insert list of Option Holders who are exercising their Options or refer to relevant...
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5th Jun
Precedents
Trustee power of attorneyThis Deed is dated [insert date]BY[insert full name of Trustee] incorporated and registered in [insert country in which the...
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Produced in partnership with Jeremy Glover (Share Schemes) 5th Jun
Precedents
Declaration of Trust for the transfer of sharesthis declaration of trust is made on [insert date on which this declaration of trust is executed] by:...
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5th Jun
Precedents
Notice of exercise of optionThe Company Secretary[insert date of letter][insert name of company who granted the option] (Company)[[insert address of...
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5th Jun
Practice notes
How are employees taxed when they acquire carried interest?This Practice Note:•illustrates the partnership structure of a typical onshore limited...
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Produced in partnership with Emily Clark of Travers Smith 5th Jun
Precedents
Share incentives warrantiesDefinitionsAwards•means the respective rights to acquire shares granted to each Award Holder as detailed in the Awards...
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5th Jun
Precedents
Letter to be sent to option holders on a rights issue[insert name of option holder][insert address][insert postcode][insert date]Dear [insert name of...
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5th Jun
Precedents
Employee benefit trusts (EBT) due diligence questionsIntroductionThis legal due diligence questionnaire relates to the proposed purchase by [insert...
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5th Jun
Precedents
General share schemes due diligence questionsIntroductionThis legal due diligence questionnaire relates to the proposed purchase by [insert buyer...
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5th Jun
Precedents
Rule 15 letter—general offerTHIS LETTER IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the Offer or the action you...
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5th Jun
Precedents
Enterprise management incentives (EMI) due diligence questionsIntroductionThis legal due diligence questionnaire relates to the proposed purchase by...
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5th Jun
Precedents
Clause for PAYE and NICs obligations on transferring employees’ options following a subsidiary sale1Seller Share Options1.1This clause shall apply in...
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5th Jun
Practice notes
Management buyouts—tax on performance ratchetsThis Practice Note deals with private equity-backed management buyouts (MBOs) and examines the tax...
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5th Jun
Precedents
Individual option holder power of attorney1by this power of attorney made on [insert date on which the appointor executes the power of attorney]I...
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5th Jun
Practice notes
Management buyouts—tax on management shareholdingsThis Practice Note deals with private equity-backed UK management buyouts (MBOs) and examines the...
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5th Jun
Practice notes
Earn-outs, employment-related securities and securities optionsAn earn-out is a particular way of structuring the consideration payable for the...
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5th Jun

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