Jurisdiction(s):
United Kingdom

Private M&A share purchase: post-completion legal checklist covering filings, stamping, notifications, employment, TSAs and claims (England and Wales)

Published by a LexisNexis Corporate expert

Checklists

This checklist outlines, in brief, the principal tasks and responsibilities that will usually fall to the buyer’s lawyers (and, in some instances, the seller’s lawyers) after completion of a private M&A acquisition where the target is a company incorporated in England & Wales. Once completion has occurred, the SPA should be reviewed carefully so the parties’ lawyers can accurately diarise the agreed matters, especially any deadlines, by reference to the parties’ specific post-completion obligations. As a result, although this checklist points to actions that are commonly required, every deal is different and the list cannot be comprehensive...

Issue Guidance Registration of share transfers

Buyer’s lawyers:

Lodge with the Stamp Office the stock transfer form(s) (or a declaration of trust—see note below) relating to the target’s shares, for adjudication and payment of any stamp duty/transfer taxes (within 30 days of execution)
Update the register of members of the target company (and any subsidiaries)
Where applicable, update the people with significant control (PSC) register (CA 2006, Pt 21A)...

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Michael Scargill

Counsel, Proskauer Rose

Michael Scargill is Counsel (Knowledge and Innovation) for the Private Equity and Mergers & Acquisition Group in London. Michael is responsible for developing and implementing the knowledge and innovation strategy for the PEMA Group in London. This includes focusing on both the Group’s corporate legal and practice know-how needs and the deployment and adoption of legal tech solutions within the Group. Michael has extensive experience as a corporate lawyer, having previously been a transactional partner in a Magic Circle Firm and knowledge counsel at another US law firm. His transactional experience includes advising on both public and private M&A deals, joint ventures, corporate governance matters, privatizations, strategic investments, corporate restructurings and commercial outsourcing transactions.Previously, he was a Counsel and Head of UK Knowledge Management in the London M&A Group of Shearman & Sterling and was a corporate partner of Allen & Overy for over 16...

Web page updated on 20/05/2026

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