Target meaning

Checklist This Checklist outlines the IP matters that commonly require attention when drafting share purchase agreements (SPAs). It also considers points to address when carrying out the related IP due diligence and structuring around such transactions. For information on the corporate elements of these deals, see: Share purchase agreement—overview. For guidance on key provisions and issues relating to IP in the context of a share purchase, see Practice Note: IP issues to consider in share purchase contracts. For information about IP due diligence, see: Precedent: IP due diligence questionnaire; and Checklist: Intellectual property due diligence in share purchase transactions—checklist This Checklist covers technology only to a limited degree. If IT represents a principal asset of the target company, more detailed warranties should be included in respect of, eg, IT systems and core software...

More than 150 jurisdictions operate merger control, or regimes akin to it. Within these systems, competition regulators may prohibit a deal entirely, or approve it subject to remedies, whether agreed or imposed. This Checklist sets out practical points to bear in mind when managing filing obligations across multiple jurisdictions. For overviews of merger control rules in every jurisdiction, see MJ merger grid—jurisdiction and MJ merger grid—procedure. For distilled takeaways, consult Key learning points from MJ reviews—anomalies, absurdities and potential pitfalls. It also flags issues commonly seen in practice. Guidance is provided in those resources. What transactions fall within merger control rules? Relevant transactions Across most regimes, including the EU, merger control captures any deal that places formerly independent undertakings under common control. Control is often defined broadly. Acquisitions of control—sole v joint control Control can rest with a single party, or be shared with one or more others: sole control: a shareholder that acquires control can take strategic decisions for the target without...

This Checklist helps organisations steer through the financial sanctions regime’s requirements and highlights suggested good practice. Read alongside subtopic: Sanctions compliance, or, for law firms, Sanctions-law firm compliance. Senior management responsibility ☐ Promote strong senior management awareness of the organisation’s obligations under financial sanctions. Recommended. Financial Conduct Authority (FCA) Handbook, FCTR 8.3.1 and FCG 7.2.1. See Precedents: -Memorandum to board/senior management accompanying financial sanctions policy -Message from CEO reinforcing the financial sanctions policy (Insert any comments you may wish to make regarding your organisation’s arrangements) ☐ Involve senior management in shaping sanctions policy and, where relevant, approving new business relationships. Recommended. FCA Handbook, FCTR 8.3.1. See Precedents: -Memorandum to board/senior management accompanying financial sanctions policy -Message from CEO/Senior Member/Senior Partner on the introduction of a financial sanctions policy -Message from CEO reinforcing the financial sanctions policy -Financial sanctions policy (Insert any comments you may wish to make regarding your organisation’s arrangements) ☐ Engage senior management in matters where a possible target match cannot be...

This flowchart for investigating financial sanctions target matches clearly sets out the sequential actions to follow once a suspected financial sanctions target (designated person) match is found. Its purpose is to confirm that every pertinent point is addressed consistently and thoroughly throughout. Note 1 See Precedent: Financial sanctions match report form. The form is for staff to submit and record potential financial sanctions target (designated person) matches identified via the screening process...

Background to and scope of this flowchart On 31 October 2004—often called ‘M Day’—providers and brokers involved in regulated mortgage contracts (RMCs) came within the regulatory perimeter. Any individual or firm undertaking a regulated activity in the UK in the course of business, where no relevant exclusion or exemption applies, is required to hold authorisation under the Financial Services and Markets Act 2000 (FSMA 2000)...

This decision tree sets out a logical route to assess whether you may carry out postal direct marketing and, if so, who you can target. For other types of marketing, refer to: Direct marketing decision tree—email and other electronic mail marketing—data protection and Direct marketing decision tree—live telephone calls—data protection. Direct marketing is the communication—by any means—of advertising or marketing material directed at specific individuals. Note 1—personal data and corporate targets Postal marketing addressed to named individuals taken from your customer database involves processing personal data. The scope of personal data is broad enough to capture business-to-business marketing, particularly post sent to named individuals in their professional role: ‘Personal data’ covers any information relating to an identified or identifiable natural person...

In this issue: Air emissions and climate change Contamination and pollution Energy efficiency and buildings Energy for environmental lawyers Environmental information Environmental taxes, reliefs and incentives ESG and sustainability Hazardous substances and chemicals Nature, biodiversity and habitat conservation Waste Water, flooding and drainage Daily and weekly news alerts New and updated content Air emissions and climate change Greenhouse Gas Removals (GGR)-UK government publishes Business Model documentation On 27 August 2025, the Department for Energy Security and Net Zero (DESNZ) released a suite of papers on its proposed Greenhouse Gas Removals (GGR) Business Model and accompanying policy. The Lexis+ Energy team, working with Navraj Singh Ghaleigh, Senior Lecturer in Climate Law at the University of Edinburgh Law School, set out the context for the GGR Business Model; its relationship with the Power BECCS Business Model; the technologies the GGR framework intends to encompass; its legal footing and principal features; and how...

In this issue: Energy efficiency and buildings Energy for environmental lawyers Environmental enforcement and prosecutions ESG and sustainability Hazardous substances and chemicals Nature, biodiversity and habitat conservation Waste Waste producer responsibility regimes Water, flooding and drainage Daily and weekly news alerts New and updated content Latest Q&A Energy efficiency and buildings The Department for Energy Security and Net Zero (DESNZ) has issued its 2025 post‑implementation review (PIR) of the Energy Savings Opportunity Scheme (ESOS) Regulations 2014 (SI 2014/1643). Using Phase 3 compliance notifications from the Environment Agency, together with unpublished interim data from Phase 3 action plans, and building on the 2020 PIR, it recommends holding off any major amendments to the ESOS Regulations until a full evaluation ends in May 2026, after which a comprehensive PIR will be completed. The research evaluates how energy audits and reporting identify and deliver energy efficiency savings across organisations. See: LNB News 14/08/2025 6...

In this issue: Key developments and materials Electricity and gas market regulation, licensing and taxation Networks and network connections Capacity Market, balancing services and energy system flexibility Nuclear energy Oil and gas International energy New and updated content Dates for your diary Trackers Energy resources on Lexis+® Daily and weekly news alerts Key developments and materials DESNZ announces 100 schools now have Great British Energy solar panels DESNZ confirmed that Great British Energy solar arrays are now fitted at 100 schools and colleges nationwide. By summer 2026, roughly 250 institutions will benefit through a focused deployment that gives precedence to deprived communities in the North East, West Midlands and North West, and guarantees a minimum of ten schools in each English region. Across their lifespan, these installations are expected to deliver around £220m in cumulative savings for the 250 schools and colleges, allowing funds to be redirected into teaching spaces. See:...

This Practice Note forms part of the Lexis+® UK Corporate private equity buyout transaction toolkit. The reporting process Every adviser appointed to carry out due diligence ought to flag principal findings as they emerge, particularly any significant risks or concerns, and then prepare a due diligence report to highlight material issues arising from their review work and analysis. The advisers’ engagement letters must clearly define the agreed timetable, format and scope of the due diligence report. Draft or interim reports can be produced and shared at intervals during the process, enabling material issues to be promptly addressed as they arise. Frequently, by the point the final report goes to the private equity investor, they will be aware of all material matters that could affect the transaction in question. The aim of a legal due diligence report is to: provide the investor with adequate information about the target and to summarise that material in a succinct and comprehensive ...

Over the course of the past month, annual adjustments have been made to merger control thresholds in Canada, Italy and the Philippines, while Montenegro has revamped its regime, introducing swifter timetables and more adaptable filing provisions. Canada—thresholds remain the same in 2026 On 2 March 2026, the Canadian Competition Bureau (CCB) confirmed, after its yearly review, that Canadian merger notification thresholds will stay exactly as they are for 2026. The thresholds remain (in brief): size of transaction test: the target must be, or control, an operating business in Canada with more than CDN$93m (approximately €58.9m/US$66.6m) in Canadian assets (book value) or gross revenue produced by those assets from sales in, from or into Canada (ie domestic plus export sales), and size of parties test: all parties and their affiliates (in aggregate) must together hold over CDN$400m (approximately €253.4m/US$286.3m) in Canadian assets or gross revenues derived from sales in, from or into Canada (ie domestic sales, exports and imports) (this threshold is unchanged and...

CASE HUB ARCHIVED –this archived case hub reflects the position at the date of the abandonment of the transaction on 13 June 2016; it is no longer maintained. See further, timeline and commentary. Case facts Outline UK merger review of Clariant’s intended purchase of the Kilfrost Group’s European aircraft de-icing fluid and rail de-icing fluid business. The deal presented a horizontal overlap in the supply of aircraft de-/anti-icing fluids. Latest developments On 13 June 2016, the CMA stated the investigation was cancelled after the parties chose to abandon the deal. On 10 June 2016, the parties had announced their decision to withdraw following the CMA’s provisional findings and the expectation that the transaction would have been prohibited. Parties Clariant AG: a Swiss-based speciality chemicals company, headquartered near Basle, operating in 150 countries worldwide. Kilfrost plc: a UK-based firm in Newcastle specialising in heating and cooling products. The target business is Kilfrost’s European aircraft de-icing fluid and rail de-icing fluid operations. Kilfrost’s...

Introduction This concerns the acquisition by [ insert buyer name ] (the Buyer) of the [ entire share capital of [ insert name of target company ] Limited, incorporated in England and Wales under number [ insert company number ] (the Company) OR [ insert description of the business to be acquired ] (the Business) as a going concern, together with specified assets used in the Business ] from [ insert seller name ] (the Seller) (the Proposed Acquisition). This questionnaire is intended to enable the Buyer, the Buyer's solicitors, patent and trade mark attorneys, and other professional advisers to gather essential information about the IP owned and/or used by the [ Company and its subsidiaries OR Business OR which the Buyer requires to assist in the valuation of the Company OR Business and with the negotiation of the Proposed Acquisition ] . Please respond to every single question in full. Please set out your answers in italics immediately beneath each question and supply copies of all relevant documentation,...

Analytical thinking Spots issues and underlying causes, and draws connections between details gathered from multiple sources and contexts. Can you describe a time when you had to use careful analysis to tackle a complex situation? What has been one of the toughest problems you have had to analyse? Have you ever spotted a risk or an opportunity that your manager or others had missed? Tell me about when this occurred. Have you faced a recurring or repeating problem at work? Please describe it. What actions did you take in that scenario? Achievement Shows drive to deliver outcomes; steadfastly sticks with plans to see them through. What has been a target you set out to reach? What have you accomplished in your current role that has made you especially proud? Select one the candidate raises. That sounds interesting—tell me more about it. What is an example of a goal or task you have had...

[ insert name of company who granted the option pursuant to the long term incentive plan (LTIP) ] ( Company ) [ insert name of LTIP ] ( Plan ) Name Number of Shares under Option Option Price per Share Date of Grant Normal Vesting date [ , subject to satisfaction of Performance Targets ] End of Holding Period We hereby confirm that you hold an Option permitting you to acquire up to the maximum number of Shares in [ insert name of Company whose shares are being granted under option ] as shown in the table above. The Option was issued on the Date of Grant set out above under a global deed of grant entered into by the Company [ and is conditional upon the Performance Target(s) attached to this certificate ]. The Option Price due per Share when the Option is exercised is likewise specified in the table above...

Contract law regulates the recoverable loss arising under a limitation of liability provision in a share purchase agreement where a warranty is breached. Warranties comprise contractual declarations or assurances concerning the state of the target company, its operations, assets and liabilities. Should a seller provide a warranty in a share purchase agreement that later turns out inaccurate, untrue or misleading, the buyer may pursue a breach of warranty claim and seek damages from the seller for losses thereby suffered by the buyer...