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 Conduct Authority (FCA) has published policy statement PS25/6, establishing the final rules for the Private Intermittent Securities and...
This week's edition of Corporate weekly highlights includes news of the FCA publishing the UK Stewardship Code 2026, launching of a consultation on...
The Financial Conduct Authority (FCA) has published Policy Statement PS25/5, introducing the new Enforcement Guide (ENFG), which replaces the previous...
The Financial Reporting Council (FRC) has published the UK Stewardship Code 2026, which will come into effect on 1 January 2026. The Code, developed...
This week's edition of Corporate weekly highlights includes an update on when final FCA rules on Private Intermittent Securities and Capital Exchange...
Drafting and negotiating ancillary documents in a share purchase transactionThis Practice Note is part of the Share purchase transaction collection.In...
Conducting a legal due diligence review in a share purchase transactionThis Practice Note is part of the Share purchase transaction...
Share purchase agreement and ancillaries phase in share purchase transactionsThis Practice Note is part of the Share purchase transaction...
Transaction planning and preliminaries phase in share purchase transactionsThis Practice Note is part of the Share purchase transaction...
How to carry out a share for share exchangeThis short ‘how to’ guide sets out the steps to be followed, including the documentation required, for...
Scots law share purchase agreement provisions—share purchase agreementDate provisionReplace the share purchase agreement (SPA) date provision with the...
Resolution—re-registration—unlisted company to private limited companySpecial resolution to re-register the companyThat the Company be re-registered...
Retained EU law—training materials [Archived]ARCHIVED: This Precedent has been archived and is not maintained.These training materials consist of...
Health and safety due diligence questionnaireHealth and safetyPlease supply records of any of the following where relevant:1Health and safety...
Form of Instruction—general offerThis form is important and requires your immediate attentionIf you are in any doubt about the Offer, the contents of...
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...
An aspect of governance'>corporate governance (and shareholder stewardship) whereby an organisation aims to create a positive impact through its commercial activities on its environment, consumers, employees, and other stakeholders. Also known as corporate responsibility or corporate citizenship.
This term may be used to describe a number of different forms of business vehicle, but they may share a number of common characteristics and features in relation to their governing structure.
Specific FRC guidance (Guidance on Risk Management, Internal Control and Related Financial and Business Reporting) for financial years beginning on or after 1 October 2014, thereby replacing the previous guidance including Internal control: revised guidance for directors on the Combined Code (the Turnbull Guidance) and the provisions set out in Going Concern and Liquidity Risk: Guidance for Directors of UK Companies (2009).