Openbrief - an update service from Lupton Fawcett LLP

Directors’ long term service contracts – Companies Act 2006

The Companies Act 2006 introduced some significant changes to the law relating to directors’ long term service contracts. The changes included the following:

Shareholder approval is now required for service contracts in excess of two years (as opposed to five years).
Shareholders have the [...]

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Company secretaries and the Companies Act 2006

The Companies Act 1985 required every company to have a company secretary.
The Companies Act 2006 (with effect from April 2008) provided that private companies were no longer required to have company secretaries.
The changes brought about by the 2006 Act do not prevent a private company from having a company secretary and it is [...]

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Companies – new method of execution of documents

A new method of document execution was introduced by the Companies Act 2006 in April 2008. The new method allows a company to validly execute a deed or document where:

it is expressed to be executed by the company; and
it is signed on behalf of the company by a director in the presence [...]

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Due Diligence

Due diligence is the process by which a buyer gathers information about a business which it is interested in acquiring. The process enables the buyer to establish as full a picture of the target business as possible. This will help the buyer to identify any risks associated to the business and also enable [...]

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Share v. Asset Sale

There are two ways in which a buyer can acquire a target business. It can either buy the shares of the company which owns the business and assets (share purchase) or it can buy the business and assets directly from the company that owns them (business purchase).
In a share purchase, all of the company’s [...]

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