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 European Securities and Markets Authority (ESMA) has published a consultation paper seeking feedback on Guidelines for supplements that introduce...
This week's edition of Corporate weekly highlights includes: publication by Companies House of Registrar’s rules on identity verification and applying...
The City of London Law Society's financial law committee has published a comprehensive note addressing the execution of legal assignments under...
The House of Lords Financial Services Regulation Committee (FSRC) has published a statement and report into the Financial Conduct Authority's (FCA)...
The Technical Group of the Accelerated Settlement Taskforce, chaired by Andrew Douglas, has submitted a report to HM Treasury on the UK's transition...
Intellectual property aspects of corporate joint venturesIntroductionThis Practice Note sets out some of the key IP issues that should be considered...
IP and IT aspects of intra-group reorganisationsBroadly speaking, an intra-group reorganisation involves the movement of assets between companies...
Transfers of IP in M&A—taxation issuesIP may be transferred in corporate transactions either through the sale of shares in a company holding the IP,...
IP issues to consider in share purchase contractsThis Practice Note focuses on the intellectual property (IP) rights aspects of share purchase...
Brexit legislation trackerThis Practice Note tracks the progress of UK legislation introduced as part of the legislative project associated with the...
Intra-group intellectual property rights assignmentThis Deed is made on [insert date] Parties1[insert assignor name] a company incorporated in...
Intra-group intellectual property licenceThis Licence is made on [insert date] (Commencement Date):Parties1[insert licensor name] a company...
Intellectual property licence (asset purchase) (short form)This Agreement is made on [insert date] (Commencement Date) between the following parties...
Intellectual property licence (asset purchase) (long form)This Agreement is made on [insert date] (Commencement Date) between the following parties...
Assignment of intellectual property rights (asset purchase) (short form)This Agreement is made on [insert date] (the Commencement Date) between the...
Sub-division and consolidation of sharesCoronavirus (COVID-19): Following the coronavirus (COVID-19) outbreak, some Companies House filing and other...
A company’s constitutionWhat is a company's constitution?A company’s 'constitution' is defined under the Companies Act 2006 (CA 2006) as...
Removal of a directorThis note should be read in conjunction with Practice Note: Appointment, retirement and resignation of a director.For an...
Takeover Code—Rule 34—Right of withdrawalThis Resource Note outlines the main provisions of Rule 34 of The City Code on Takeovers and Mergers (Code),...
Directors’ remunerationCompany directors are not, by virtue only of their office as director, automatically entitled under company law to remuneration...
Issue of redeemable sharesA limited company that proposes to issue redeemable shares must comply with the provisions of the Companies Act 2006 (CA...
De facto and shadow directorsDefinition of 'director'The Companies Act 2006 (CA 2006) broadly defines a director as 'any person occupying the position...
Private equity investment—ratchetsA ratchet in private equity is a mechanism to vary the amount of equity held by founders, managers and employees...
Fiduciary duties of directorsThis Practice Note summarises the traditional fiduciary duties of company directors, including the duty to act in the...
Companies limited by guaranteeWhat is a company limited by guarantee?Limited companies can be either limited by shares or by guarantee. A company...
Directors’ board meetings—fundamentalsUnlike company general meetings and annual general meetings (AGMs), there are no specific provisions in the...
Amending the articles of associationThis Practice Note summarises the procedure to amend or change a company’s articles of association in accordance...
Drag along and tag along—fundamentalsDrag along and tag along rights are common provisions in private equity (PE)/venture capital (VC) and corporate...
Powers of directorsThe directors of a company are responsible for the day-to-day management of that company.The directors make decisions on behalf of...
Companies House filing proceduresFiling documents at Companies House may be one of the most simple tasks a corporate lawyer ever has to carry out in...
Articles of association—provisions for entrenchmentWhat are 'provisions for entrenchment'?The usual way to amend a company's articles of association...
Company names and business namesThere are a number of statutory and regulatory controls and restrictions on the choice of company and business names....
Sale of treasury sharesA limited company may hold, or deal with, shares in itself, if certain conditions set out in the Companies Act 2006 (CA 2006)...
See Investment Association.
Any agreement, arrangement or commitment in connection with an offer, including any inducement fee arrangement or other arrangement having a similar or comparable financial or economic effect, as defined in Rule 21.2. Except with the consent of the Panel, neither the offeree nor any person acting in concert with it may enter into any offer-related arrangement with either the offeror or any person acting in concert with it during an offer period or when an offer is reasonably in contemplation.
These are captive or semi-captive firms that gain independence from their parent organisations.