A range of precedents including 15 versions of the share purchase agreement. They’re supported with a suite of additional clauses to cover off different transaction structures.
Guidance with key actions for shares you’ve issued or allotted to stakeholders. Practice Notes and Q&As take you through procedures needed by statute, analyse developments in case law, and tackle tricky technical points.
Weekly highlights newsletter feature the latest key news stories by topic. It’s supplemented by a horizon-scanning document, looking at key developments affecting corporate lawyers in the months ahead.
One day you might be advising an entrepreneur on a new start up. Another you’re facilitating a fundraising on the financial markets. Whatever the challenge, Lexis+ Corporate is the place to start.
The Financial Reporting Council (FRC) has published its first guidance on the use of artificial intelligence (AI) in the audit profession, accompanied...
The Financial Conduct Authority (FCA) has published Handbook Notice No 131, which includes changes to the FCA Handbook and material made by the FCA...
This week's edition of Corporate weekly highlights includes news of the government publishing a policy paper in support of its Modern Industrial...
The London Stock Exchange (LSE) has published market notice INO5/25, announcing plans to launch its new Private Securities Market later in 2025,...
The government has launched three consultations as part of its efforts to modernise the UK’s sustainability reporting framework. The consultations...
The joint venture agreementPrincipal documentsThe principal documents required for a corporate joint venture are:•the articles of association...
UK Listing Rules trackerTracker overviewThis UK Listing Rules (UKLR) tracker contains a summary of recent and proposed changes to provisions in the...
Joint Decision for Windsor Package to commenceThis Practice Note provides practical guidance on the Joint Committee Decision No 1/2023 which gives...
The Windsor Framework—trade between Northern Ireland, the UK and EUIntroductionOn 27 February 2023 UK Prime Minster Rishi Sunak and EU Commission...
Case tracker—2025—CorporateThis case tracker displays the current status of, and most recent developments in, key cases relevant to corporate...
Resolutions—generally disapplying pre-emption rights—general authority to allot—listed company or AIM companySPECIAL RESOLUTION[S]1THAT, if [insert...
Resolution—disapplying pre-emption rights on specific allotment—specific or general authority to allot—listed company or AIM companySPECIAL...
Auction sale timetable—private M&ASale of [insert name of company or business]: TimetableTimingActionResponsibilitySeller preparationsIM – [insert...
Auction sale process letter—private M&ALetterhead of corporate finance advisors[Insert name of recipient][Insert address of recipient][insert...
Information memorandum verification notes—private M&AVERIFICATION NOTESVerification notes (the Notes) for the information memorandum (the Information...
Separate legal personality and the corporate veilCorporate legal personality—the Salomon principleA properly formed registered company is a separate...
A company’s constitutionWhat is a company's constitution?A company’s 'constitution' is defined under the Companies Act 2006 (CA 2006) as...
Allotment and issue of shares—fundamentalsSTOP PRESS: A significant restructuring of the UK listing regime came into effect on 29 July 2024, which...
Private companies limited by sharesThis Practice Note summarises the main features of a private company limited by shares. It also covers key...
Holding an AGM of a private company or unlisted public companyThis Practice Note summarises the law, guidelines and market practice relating to the...
Removal of a directorThis note should be read in conjunction with Practice Note: Appointment, retirement and resignation of a director.For an...
Unlimited companiesThis Practice Note summarises the main features of an unlimited company and why an unlimited company might be used as a vehicle to...
Loan notes—fundamentalsThis fundamentals note considers some of the key characteristics of loan notes which may be issued by a private limited company...
Private equity investment—ratchetsA ratchet in private equity is a mechanism to vary the amount of equity held by founders, managers and employees...
Directors’ remunerationCompany directors are not, by virtue only of their office as director, automatically entitled under company law to remuneration...
Drag along and tag along—fundamentalsDrag along and tag along rights are common provisions in private equity (PE)/venture capital (VC) and corporate...
A guide to share purchase agreementsThis Practice Note provides an overview of the agreement for the sale and purchase of shares in a private limited...
Transfer of shares—law and procedureThere are a number of circumstances in which shares in a company may be transferred, the most common of which are...
Companies limited by guaranteeWhat is a company limited by guarantee?Limited companies can be either limited by shares or by guarantee. A company...
Quorum requirements for general meetings (including AGMs)This Practice Note summarises the law relating to quorum requirements for a company’s general...
Company records—a company's statutory registersThe Companies Act 2006 (CA 2006) requires companies to keep the following statutory registers:•the...
Fiduciary duties of directorsThis Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the...
Share certificatesShares in a company can be issued as certificated shares or uncertificated shares.Shares issued by private companies and unlisted...
The DTR are part of the FCA Handbook and contain disclosure guidance, transparency rules, corporate governance rules and rules relating to primary information providers. The DTR apply to companies whose shares are admitted to the Official List and traded on the London Stock Exchange, but, other than Chapter 5, not companies whose securities are traded on AIM or companies with debt securities listed on the Professional Securities Market and which do not have shares or other securities traded on a regulated market.
EC Regulation (Regulation (EC) No. 606/2002) requiring that, for financial years starting on or after 1 January 2005, EU publicly traded companies must prepare their consolidated financial statements in line with adopted International Financial Reporting Standards (IFRS).
In the context of notice given for the general meetings of a company, special notice will be required at a general meeting at which resolutions are proposed to remove a director from office (or appoint somebody in place of a director so removed at the same meeting); remove an auditor from office; and appoint auditors where there has been a failure to re-appoint the existing auditors. Where special notice is required for a resolution, the resolution will not be effective unless notice of the intention to move it has been given to the company at least 28 clear days before the meeting at which it is moved.