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Definitive guidelines published on corporate manslaughter offences

17 February 2010 | Emma Cameron

Background The Corporate Manslaughter and Corporate Homicide Act came into force in April 2008. It created a new offence of corporate manslaughter, committed by organisations rather than by individuals....

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Should your company’s articles of association be amended?

15 February 2010 | Emma Cameron

Why amend the articles of association? The Companies Act 2006 (2006 Act) came fully into force on 1 October 2009. The Act aimed to simplify company law procedures, particularly for smaller companies....

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Corporate Governance

10 February 2010 | Richard Phillips

The implementation of a set of behavioural rules usually arises out of some form of crisis or misdemeanor.  So it was that the Combined Code grew out of reports commissioned following scandals such as...

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BA/Iberia merger to signal return of M&A activity?

10 February 2010 | Emma Cameron

Reports last week suggested that, after more than a year of talks, the proposed merger between British Airways and Spanish airline Iberia is due to take place during the first quarter of 2010. This merger...

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Buying a business? Beware illegal workers!

5 February 2010 | Bob Fahy

Make sure when you are carrying out your due diligence exercise that you also check that all employees can legally work in the UK. If there are employees who are transferring to you and have been granted...

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Director found to be personally liable for misrepresentations on a company sale

26 January 2010 | Emma Cameron

Background The claimant (Invertec) and the first defendant (De Mol Holding BV (DMH)) entered into a sale and purchase agreement for the sale by DMH to Invertec of all of the issued shares in Volante...

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Association of British Insurers publishes position paper on executive remuneration

18 January 2010 | Emma Cameron

What is the Association of British Insurers? The Association of British Insurers (ABI) is the trade association for the UK's insurance industry.  The ABI has around 400 companies in its membership....

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FSA findings of market abuse upheld

18 January 2010 | Emma Cameron | 1 comment

The Financial Services and Markets Tribunal (FSMT) published a decision on 11 January 2010 which upheld findings made by the Financial Services Authority (FSA) on market abuse by a research analyst and...

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Recent cases on derivative actions under the Companies Act 2006 – are fears of “activist shareholders” unfounded?

6 January 2010 | Emma Cameron | 1 comment

Background A derivative action is an action brought by a shareholder on behalf of the company. Owing to the complexity of the previous law, very few derivative actions succeeded. When the Companies...

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Directors’ Duties

5 January 2010 | Emma Cameron

The Duties Directors of companies have always been subject to various duties but until the Companies Act 2006 ("the 2006 Act") came into force, these duties had not been consolidated and set out...

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