Article Category: Corporate & Commercial – Insight & Opinion

The Importance of Being Honest – False Due Diligence Responses

due diligence in share purchase agreement

Sophie Adshead and Matthew Canfield take a look at the importance of due diligence and providing full and accurate information when selling a company. It is standard practice in corporate transactions for sellers to provide responses to buyers’ pre-contract due diligence enquiries and for the share or asset purchase agreement to contain warranties that the… Read more »

Using Company Finances to Fund Shareholder Disputes

Company shareholders discussing funding shareholder disputes

The recent High Court case of Koza Ltd v Koza Altin Isletmeleri AS [2021] EWHC 786 (Ch) involved a company incorporated in England (Koza Ltd) as well as a listed Turkish company (Koza Altin). In this case, the High Court has held that a company’s finances cannot be used to fund shareholder disputes. What Happened… Read more »

Companies House Update: Automatic Extensions No Longer Granted

Automatic extensions no longer granted by Companies House

In recognition of the difficulties facing businesses at the beginning of the COVID-19 pandemic, Companies House announced in March 2020 that companies would be able to apply for a three-month extension period to file their accounts. Automatic extensions were then introduced in June 2020 to help relieve the burden on businesses, covering companies with filing… Read more »

Budget 2021: Capital Gains Tax and Corporation Tax on Businesses

Automatic extensions no longer granted by Companies House

Many experts had predicted that Chancellor, Rishi Sunak, would use the Budget as an opportunity to announce significant personal tax rises to address the dire state of the public finances following 12 months of Government intervention in the COVID-19 pandemic. However, personal tax rises were not forthcoming, though an increase to corporation tax was announced…. Read more »

Gamestop Phenomenon: Could This Happen Again?

gamestop phenomenon - photo showing graph of stocks

Stock markets are notoriously volatile and can be prone to rise and fall sharply based on nothing more than rumours. However, in the past few weeks we have witnessed a new phenomenon in the form of stock market manipulation driven by people on social media forums which could have significant implications in the future. What… Read more »

Why Failure to Follow the Share Buyback Procedure Can Prove Costly

person holding sheets of information illustrating share buyback procedure

The ability of a private limited company to purchase its own shares provides shareholders with a return on their shares. It is frequently employed upon retirement or cessation of employment, but it can also be used as an effective way of returning surplus cash to shareholders or tidying up the existing share capital structure. However,… Read more »

Data Protection: How Will Brexit Affect Regulations for Businesses?

Woman looking at laptop, reading about Data Protection

In May 2018, the General Data Protection Regulation (GDPR) came into force. The GDPR represented a huge overhaul of data protection laws with its purpose being to provide individuals with greater levels of protection for their personal data. As a member of the European Union, the United Kingdom was obliged to adopt the GDPR. However,… Read more »

British Airways GDPR Breach Fine Reduced due to COVID-19

GDPR breach by hacker

In summer 2019, the Information Commissioner’s Office (ICO) issued a notice of intent to fine British Airways (BA) more than £183m for a breach of the General Data Protection Regulation (GDPR). The fine was calculated by reference to BA’s total global turnover and was an example of the ICO wielding the additional powers conferred on… Read more »

Final Opportunity for Preparing your Business for Sale?

man with a pen signing his expression of wish form

Recently, it was announced that the Autumn Budget would be cancelled as the government explained that they had taken the view that “now was not the right time to outline long-term plans given the ongoing COVID-19 pandemic”. Prior to this, it had been expected that the Chancellor would announce changes to the rates of capital… Read more »

FCA Business Insurance Test Case Verdict Announced

Man signing business interruption insurance application form

On 15th September 2020, the FCA announced that it had been largely successful in its legal challenge brought against a number of insurers and their decisions to refuse coverage to small businesses claiming for COVID-19 related losses under their business interruption (BI) policies. Business Insurance Test Case Verdict Within the test case, the court considered… Read more »