Case studies

"The forms and precedents section is essential so that I can quickly and easily look up provisions to include in templates or bespoke project contracts."

RWE

Access all 47 documents on Nil paid

GET ACCESS NOW

GLOSSARY

Nil paid definition

Published by a LexisNexis Pensions expert

What does Nil paid mean?

Shares whose nominal value has not been paid up and where there is therefore a call due on the balance. Government stocks are sometimes issued in this way, with one or more calls at specified dates.

Speed up all aspects of your legal work with tools that help you to work faster and smarter. Win cases, close deals and grow your business–all whilst saving time and reducing risk.

Trombone rights issue

Trombone rights issue This Practice Note explains the nature and typical structure of a trombone rights issue. It also explains why and when a company may carry out a trombone rights issue. See Practice Note: Rights issues—key considerations for further information on rights issues. What is a trombone rights issue? Trombone rights issues are commonly used where a listed company wishes to fund an acquisition by a rights issue (usually in the form of convertible securities), but the acquisition is subject to a condition or conditions which cannot be fulfilled before the rights issue is launched (ie obtaining competition authority approvals). In that context, a listed company, will typically structure the acquisition and the rights issue in one of two ways, either the: • acquisition and the rights issue are inter-conditional, or • rights issue is not conditional on completion of the acquisition, so as to avoid the risk of being left with the proceeds of a rights issue if the acquisition does not complete for any...

Share schemes implications of introducing a new parent holding company

Share schemes implications of introducing a new parent holding company Why do companies have reorganisations? Groups of companies undertake reorganisations for many and varied reasons. Reorganisations will often have an impact on existing share plans and other employee equity arrangements. In some cases, the impact will be commercial in nature. Examples of this are where: • the reorganisation causes early vesting, exercise and/or lapse of awards as the relevant share plan provisions dealing with change of control of the parent company or termination of the participant’s employment have been triggered, and • there is a need for awards over shares in an existing parent company to be exchanged for awards over shares in a new parent company In some cases, if the appropriate action isn’t taken within a specified time, valuable tax advantages can be lost. Common types of reorganisation The most common types of reorganisation are: • putting a new group holding or parent company on top of an existing company or group, often to...

Discover our 27 Practice Notes on Nil paid

Provisional allotment letter

Provisional allotment letter Important—this provisional allotment letter (pal) is of value and is negotiable. It requires your immediate attention. The offer expires at [insert time] on [insert date]. The entire pal must be presented when payment is made. If you are in any doubt about the contents of this pal, or as to what action you should take, you are recommended to seek your own financial advice immediately from your stockbroker, bank manager, solicitor, accountant or other appropriate qualified independent financial adviser duly authorised under the financial services and markets act 2000 (fsma) or, if you are in a jurisdiction outside the united kingdom, from an appropriate qualified independent financial adviser duly authorised in your jurisdiction. If you sell, transfer or have sold or otherwise transferred all of your ordinary shares (other than ex-rights) held in certificated form before [Insert time] on [Insert date], please forward this pal with form x (form of renunciation) on page [Insert page number] completed at once to the purchaser or transferee, or...

Nil paid or partly-paid share subscription agreement

Nil paid or partly-paid share subscription agreement If you are in any doubt about this agreement and the action you should take, it is recommended that you immediately seek your own personal independent financial advice from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser duly authorised under the Financial Services and Markets Act 2000 (as amended) if you are resident in the UK or, if not, from another appropriately authorised independent financial adviser in the relevant jurisdiction. [insert Company Name] Share Award Parties: 1 [insert Company Name], CRN [insert company number], (the ‘Company’) the registered office of which is at [insert address] and 2 [Individual Name] of [insert address] (the ‘Subscriber’); together, the ‘Parties’. Background: The Company has offered and the Subscriber wishes to accept an opportunity to subscribe for Shares on the terms set out in this Agreement. [This award has been approved by the Company at a meeting of the Directors dated [insert date].] The Parties HEREBY AGREE as follows: 1 Definitions...

Dive into our 8 Precedents related to Nil paid

What is the process for forfeiture of shares and in what circumstances does it apply? Can it apply to fully paid shares?

What is the process for forfeiture of shares and in what circumstances does it apply? Can it apply to fully paid shares? The process for forfeiture will typically be set out in the company's articles of association, since the Companies Act 2006 (CA 2006) makes no provision for such a process and there is no common law basis for forfeiture. See eg the Model Articles for a public company (PLC Model Articles), regulations 52–62. Note that the modern Model Articles for a private company limited by shares contain no such provisions, as they do not make provision for shares to be nil-paid or partly paid (reg 21). It is, however, open to private companies to include the relevant provisions in their articles, either by replicating the relevant regulations as bespoke articles or by adopting the PLC Model Articles as a whole (with any necessary variation). However the articles of a private company limited by shares contained in 1985 Table A do provide for calls...

If a company issues shares unpaid or partly paid to a shareholder (A), and A subsequently transfers the shares to a third party (B) before they are paid up, are A and B jointly and severally liable for the amount unpaid on the shares?

If a company issues shares unpaid or partly paid to a shareholder (A), and A subsequently transfers the shares to a third party (B) before they are paid up, are A and B jointly and severally liable for the amount unpaid on the shares? Background The nominal value of a share does not need to be paid at the time of issue. Shares can be nil paid, partly paid or fully paid although the company’s articles of association may provide that shares must be fully paid up (including any premium). If they are not fully paid a shareholder is liable to pay in full: • if the company makes a call on the shares, or • if the company is wound up For further information, see Practice Note: Understanding share capital, in particular the section entitled: Nominal value of shares. Liability The Insolvency Act 1986 (IA 1986), s 74 legislates on the liability as contributories of present and past members of a company to contribute to...

See the 12 Q&As about Nil paid