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STOP PRESS: A major, wide-ranging overhaul of the UK listing framework took effect on 29 July 2024, abolishing the premium and standard listing segments and introducing a unified category for equity shares of commercial companies. That commercial companies category is strongly disclosure-led and sits alongside other listing categories, including the shell companies, secondary listing and closed ended investment fund categories. A new UK Listing Rules sourcebook commenced to deliver these reforms, and the previous Listing Rules sourcebook was withdrawn at the same time. For more detail, see Practice Note: Reform of the UK listing regime—fundamentals for guidance. This Checklist represents the listing regime as it existed before 29 July 2024. A limited company may acquire its own shares if certain conditions set out in the Companies Act 2006 (CA 2006) are satisfied under that statute. This is commonly referred to as a share buyback or a purchase of own shares. In addition to the provisions of the CA 2006, further rules and guidelines are relevant to a listed company...
In this issue: Companies House Corporate governance Equity capital markets Accounts and reports Economic Crime and Corporate Transparency Act Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Companies House Companies House announces fee changes from February 2026 Companies House has confirmed a revised fees schedule from 1 February 2026, following its annual assessment to align charges with the cost of providing services. Notably, the digital incorporation filing fee will rise to £100, and the digital confirmation statement fee will increase to £50. These adjustments are set out in the Registrar of Companies (Fees) (Amendment) Regulations 2025 (SI 2025/1137), which were laid before Parliament on 30 October 2025 and take effect on 1 February 2026. The accompanying explanatory memorandum states that the updated fees are intended to recover increased costs linked to implementing the Economic Crime and Corporate Transparency Act 2023 (ECCTA 2023) and the Economic...
In this issue Company, disclosures, records and registers Equity capital markets Share purchase agreement Restructuring and insolvency for corporate lawyers Daily and weekly news alerts New and updated content Dates for your diary Trackers Useful information Company, disclosures, records and registers Companies House publishes guidance on ACSPs and identity verification standards Companies House has issued three pieces of guidance covering the registration of Authorised Corporate Service Providers (ACSPs), what ACSPs do, and the identity verification obligations. The first note explains how to use Companies House’s service to enrol as an ACSP (also referred to as a Companies House authorised agent). Applications open on 25 February 2025. The second clarifies the functions and responsibilities of an ACSP. The third sets out how to meet Companies House identity verification standards when confirming someone’s identity. From 25 March 2025, ACSPs will be able to notify Companies House of identity checks that have been completed. Further, from spring...
In this issue: Company, disclosures, records and registers Takeovers of public companies Equity capital market updates News alerts: daily and weekly Key dates for your diary Trackers Useful information Company, disclosures, records and registers Companies House outlines new registration requirements for ACSPs Companies House has issued a blog post that sets out the new registration requirements for authorised corporate service providers (ACSPs). Established by the Economic Crime and Corporate Transparency Act 2023, ACSPs form part of a more robust framework designed to verify the identity of those submitting filings to Companies House on a company's behalf. The category will span third-party agents, such as solicitors' practices and company formation agents, and they will need to be registered with Companies House before making any submissions. The underlying purpose of mandating registration is to ensure Companies House can clearly and confidently identify who is acting for companies...
What is confidentiality? This Practice Note outlines confidentiality from the standpoint of an in-house lawyer. It is aimed at banking and finance specialists working within banks and other financial institutions. It flags situations where confidentiality concerns commonly surface for in-house banking and finance lawyers and suggests practical measures to address them. Obligations of confidentiality may arise in numerous forms and settings. This Practice Note concentrates on confidentiality encountered in-house within banking and finance transactions, and does not cover the professional confidentiality duties owed by lawyers (or other professionals). Legal duties of confidentiality can originate from: common law (including the banker’s duty of confidentiality) contractual undertakings statutory protections If a breach is established, the court may grant an injunction (interim or final), award damages or order an account of profits, and require the destruction or delivery up of any physical materials containing the information. Common law obligations of confidentiality Equity recognises a well-established jurisdiction to safeguard confidences where one...
STOP PRESS ECCTA 2023 introduces identity verification for anyone submitting filings at Companies House. This is expected to become mandatory from November 2026. See: Registering Security at Companies House—changes under ECCTA 2023 for further details and timing. STOP PRESS On 16 March 2026, Companies House announced that on Friday 13 March it had been alerted to a security issue. A logged-in WebFiling user could, after following a specific sequence of actions, potentially view and amend certain elements of another company’s information without consent. Companies House has said that existing filed documents—such as accounts or confirmation statements—could not have been changed. There is, however, a risk that some personal data may have been accessed and that unauthorised submissions may have been made. Although information is currently limited, this could include, for example, a satisfaction of charge filing. Companies House has advised companies to review their registered particulars and filing history. Lenders may wish borrowers to confirm that these checks have been completed and that everything is in order....
A limited company can repurchase its own shares, provided it satisfies the conditions laid down in the Companies Act 2006 (CA 2006). This activity is commonly described as a share buyback, or a purchase of own shares undertaken by the company. Alongside the requirements of CA 2006, further rules and guidance are relevant and applicable where a listed company or an AIM company proposes to buy back its shares. In particular, a listed company must have regard to the UK Listing Rules (UKLRs), and this Practice Note specifically considers how those provisions apply to a company with equity shares admitted to the equity shares (commercial companies) category. An AIM company must likewise have regard to the AIM Rules for Companies (AIM Rules); however, these rules do not specifically address share buybacks, and AIM Regulation has confirmed that, in most circumstances, adherence by an AIM company to the UKLRs on share buybacks would constitute best practice. A listed company is also subject to the provisions of the Disclosure Guidance and Transparency...
Company number: : [ insert number ] [ insert company name ] [ Plc OR Limited ] Minutes for a meeting of [ a committee of ] the board of directors ( Meeting ) of [ insert name of the Company ] [ plc OR Limited ] ( Company ) Convened at [ insert place of meeting ] On [ insert day, month and year of meeting ] at [ insert time of meeting ] [ am OR pm ] Present: [ Insert names of the director(s) physically present ] [ [ Insert names of any directors present by remote means (unless such means are specifically excluded by the Company’s articles of association ] (by [ insert mean of attendance for each director attending remotely ]) ] [ In attendance: ] [ [ Insert name of anyone in attendance, who does not count towards the quorum for the Meeting (eg the company secretary, any legal advisers) ] ] [ Apologies: ] [ [ Insert names of any directors who are...
Company registration number: [ insert number ] [ insert company name ] PLC Minutes of the meeting of [ a committee of ] the board of directors (the Meeting) of [ insert full name of company ] plc (the Company). Venue: [ insert place of meeting ] Held on: [ insert day, month and year of meeting ] at [ insert time of meeting ] [ am OR pm ] Present: [ Insert names of the director(s) physically present ] Present (by telephone, as permitted by the Company’s articles of association): [ Insert names of any directors present by telephone ] Present (by [ insert other means ], as permitted by the Company’s articles of association): [ Insert names of any directors present by other means ] In attendance: [ Insert name of anyone in attendance, whether in person or remotely, who does not count towards the quorum for the Meeting (eg the company secretary, any legal advisers) ] Apologies:...
Company number: [ insert number ] The Companies Act 2006 Public company limited by shares Resolutions of [ Insert company name ] PLC (the Company) At a duly convened general meeting of the Company held on [ insert date ], the following were passed: resolution[s] [ numbered [ insert numbers ] ] as [ an ] ordinary resolution[s] and the resolution numbered [ insert number ] as a special resolution of the Company: ORDINARY RESOLUTION[S] That the directors are generally and unconditionally authorised, pursuant to and in accordance with section 551 of the Companies Act 2006, to exercise all powers of the Company to allot shares in the Company and to grant rights to subscribe for, or to convert any security into, shares in the Company up to an aggregate nominal amount of £[...