Investment management agreement meaning

In a private equity-backed management or leveraged buyout, the principal documents fall into three main groups: Acquisition documents — these set the terms of the purchase between the seller and the buyer (ie newco) Equity documents — these set the terms of the equity investment and govern the relationship between the investor/s and management Finance documents — these cover the provision of the debt facilities and any related facilities (for example, a revolving credit facility for working capital) Acquisition documents Heads of terms (acquisition) The heads of terms, kept to a short form, provide a high-level summary of the parties’ expectations, shared understanding and agreement on the key terms of the intended acquisition. They are signed at the outset of the deal once the parties have aligned on the principal points and before the investor incurs costs on due diligence and the negotiation of the transaction documents...

Aon plc, the British‑American management consultancy, said it would ‘naturally’ give company directors more sway over a scheme if trustees of defined benefit plans were obliged to obtain the sponsor’s agreement to a new ‘statement of strategy’, as outlined by TPR earlier in March 2024. TPR also stated that managers of defined benefit retirement schemes must lodge the strategy alongside their routine valuation documents from 22 September 2024. A defined benefit pension delivers a guaranteed income each year for life, determined by a worker’s final or average salary...

In this issue: Commercial real estate finance Leasing property Property management Residential tenancies Statutory compliance Property in Wales Additional property updates this week LexTalk®Property: a Lexis®Nexis community Daily and weekly news alerts New and updated content Trackers Commercial real estate finance Deliberate and unauthorised deed alteration renders legal charge void In Boult v Together Personal Finance Ltd [2026] EWHC 809 (Ch), the Chancery Division overturned the County Court at Cardiff, finding that the rule in Pigot’s Case rendered a legal charge void. The appeal turned on whether a unilateral, material change to a deed made after execution—without the other party’s knowledge or consent—invalidates it under the 400‑year‑old Pigot principle. The respondent, Together Personal Finance Limited, had lent money to the appellant, Ms Myranna Boult, secured against her property, and later commenced possession proceedings. Ms Boult maintained that the charge had been amended in manuscript post‑execution to incorporate an additional property without her...

In this issue: Post-market Intellectual property Pharmaceuticals—regulatory framework Research and development Medical devices Daily and weekly news alerts New and updated content Trackers Useful information Post-market What’s next for UK product liability? Andrew Austin, partner; Harriet Hanks, counsel; and Rachel Duffy, senior associate at Freshfields LLP, examine the UK Law Commission’s review of the domestic product liability framework for defective goods, with a particular lens on emerging technologies such as artificial intelligence, and set against notable recent developments in the EU. See News Analysis: What’s next for UK product liability? EMA updates pharmacovigilance requirements and ends EudraVigilance pilot phase The European Medicines Agency (EMA) has released guidance following adoption of Commission Implementing Regulation (EU) 2025/1466, which amends Regulation (EU) No 520/2012. This change formally concludes the EudraVigilance signal detection pilot for Marketing Authorisation Holders (MAHs), and requires all MAHs with authorised medicinal products in the EEA, including Northern Ireland, to monitor EudraVigilance...

Subscription and shareholders’ agreement This Practice Note offers guidance for drafters preparing and/or reviewing a subscription and shareholders’ agreement relating to the allotment of shares (and, potentially, loan notes) in a private limited company incorporated in England and Wales by a private equity (or venture capital) fund investor (the investor) within a venture capital (VC) deal, where the structure provides for split exchange and completion, ie conditions must be met before completion of the subscription and shareholders’ agreement. The investment contemplated is into an existing company (the Company), with the current shareholders (typically the business’s founders) keeping the shares they have already been issued in the Company. Set out below are matters to weigh up when drafting and/or reviewing the principal provisions of a subscription and shareholders’ agreement (SSA). Parties The investee company Although the principal parties to the SSA will be the relevant investor and the Company’s founders, the Company will ordinarily be included as a party too, ie the vehicle in which the investor...

Practice Note This Practice Note consists of two strands created to help dispute resolution practitioners remain up to date with developments in case law that affect their field, or which influence civil litigation procedure more generally: selected forthcoming appeals to the Supreme Court are highlighted below; see Key forthcoming appeals to the Supreme Court—2022 summaries of significant appeal decisions in England and Wales (ie rulings of the Court of Appeal and Supreme Court and, where appropriate, certain judgments of the Competition Appeal Tribunal, Judicial Committee of the Privy Council, Court of Justice of the European Union), and ECtHR, which we have covered; see: Key forthcoming appeal cases—2022 You can navigate this content using the table of contents in the left-hand margin. Alternatively, search this tracker using [CTRL]+[F]. This material is not intended to be a comprehensive register of every appeal or major decision relevant to dispute resolution practitioners. Key forthcoming appeals to the Supreme Court—2022 Tort and negligence ...

Temporary permissions regime (TPR) and temporary marketing permissions regime (TMPR) This Practice Note examines the Financial Conduct Authority (FCA) and Prudential Regulation Authority (PRA)/Bank of England (BoE) temporary permissions regime (TPR) and the temporary marketing permissions regime (TMPR), introduced at the close of the implementation period following the UK’s exit from the EU. The TPR has concluded (31 December 2023). In contrast, the TMPR for EEA UCITS remains operative and has been extended to 31 December 2026 to aid transition to the Overseas Funds Regime (OFR). These arrangements allowed EEA passporting firms and funds to continue UK activities for a limited duration after the implementation period while pursuing full UK authorisation or recognition. The European Union (Withdrawal) Act 2018 (EU(W)A 2018), as amended by the European Union (Withdrawal Agreement) Act 2020 (EU(WA)A 2020), enabled ratification and domestic implementation of the Withdrawal Agreement between the UK and the EU. The Withdrawal Agreement set the framework for the UK’s departure, including a transition period (termed by the UK government the ‘implementation...

1 Appointment and Powers 1.1 I, [ insert Manager’s name ] of [ insert Manager’s address ], hereby appoint on [ insert date ] [ jointly OR severally ] [ insert name of attorney ] of [ insert address of attorney ] [ and [ insert name of attorney ] of [ insert address of attorney ] ] [ or failing either of them [ insert name of attorney ] of [ insert address of attorney ] ], each to serve as my true and lawful attorney (each an Attorney), with complete power, authority and legal entitlement to act in my name and on my behalf as follows: 1.1.1 to carry out any and all acts, matters and/or things; to exercise absolute discretion in determining the form and substance of, and in executing, delivering, sealing and signing, any deeds, agreements, consents, letters or other documents, whether executed as deeds or otherwise; and to issue any authorisations or consents required by me in my capacity as a...

You can locate the model discretionary investment management agreement on the Investment Association’s website here...

This Agreement is entered into on [ insert date ] Parties [ Insert name of party ], a company incorporated in England and Wales (company number [ insert registered number ]) with its registered office at [ insert registered address ] (the Service Provider); and [ Insert name of party ], a company incorporated in England and Wales (company number [ insert registered number ]) with its registered office at [ insert registered address ] (the Firm). Each of the Service Provider and the Firm is a Party, and together they are the Parties. Recitals (A) The Firm is an [ insert, eg investment management and advisory firm ] and is authorised and regulated by the Financial Conduct Authority (FCA). (B) The Firm is a wholly owned subsidiary of the Service Provider. (C) The Parties have agreed to enter into this Agreement to record the operational functions outsourced to the Service Provider which, in the Firm’s...