Jurisdiction(s):
United Kingdom

Key definition

Private equity definition

What does Private equity mean? Private equity describes investment by professional funds in unlisted (unquoted) companies to obtain minority or controlling stakes, financing growth, management buy-outs/ins, recapitalisations or turnarounds, often alongside acquisition debt. The shares acquired are not admitted to trading on a stock exchange, so are less marketable and less liquid than public (quoted) equity. The term is not defined in legislation or case law; it is a market description used consistently across England & Wales, Scotland, Northern Ireland and Ireland. Transactions are privately negotiated and typically documented through investment and shareholders’ agreements, amended articles, preference shares or loan notes, management incentive arrangements (such as...

Articles of association drafting: return of capital and sale proceeds waterfall for preference, A ordinary and B ordinary shares (private equity/venture capital)

Published by a LexisNexis Corporate expert

Precedents

Insert the following as new definitions (if not already included) in the Articles of association of the relevant company:

A Ordinary Shares — refers to the A ordinary shares of [ insert amount ] each comprised within the share capital of the Company;
Available Profits — signifies profits that are distributable as construed under the Companies Act;
B Ordinary Shares — denotes the B ordinary shares of [ insert amount ] apiece forming part of the Company’s capital;
Issue Price — indicates the price at which the relevant Share is allotted, being the combined total of amounts paid or treated as paid in respect of its nominal value together with any share premium applicable;
Preference Dividend — means the dividend payable in accordance with Article [ insert number of article dealing with company dividend payments ];
Preference

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Web page updated on 22/05/2026

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