As any buyer who has been involved in an M&A transaction will know, some of the most important elements of the share purchase agreement are the warranties and the tax covenant.
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Articles by ‘Janetta White’
On 27 June 2020, the Companies etc. (Filing Requirements) (Temporary Modifications) Regulations 2020 (Regulations) came in to force.
The AGM season traditionally kicks off in April, but the coronavirus outbreak has caused havoc with these annual events as countries restricted travel and banned mass gatherings. As a result, a number of large companies, including well-known high street names, have held their AGMs behind closed doors with shareholders being unable to attend or provide real-time questioning.
Companies House has announced that companies can now use its emergency filing service to upload and submit a number of forms.
Companies House have announced further changes to their filing and strike off procedure to support businesses who are struggling with their filing requirements during the coronavirus outbreak.
Since 1 April 2016 companies have been required to hold and maintain a register of people with significant control (PSC Register). Failure to provide accurate information on the PSC Register and failure to comply with notices requiring someone to provide information are criminal offences, and may result in a fine and or a prison sentence of up to two years.
The recent judgment in Stobart Group Ltd & Stobart Rail Ltd v Stobart & Tinkler [2019] EWCA Civ 1376 serves as a timely reminder to buyers of the importance of providing effective notice in relation to claims under M&A transaction documents.
The Government has been criticised for awarding Seaborne Freight (UK) Limited a contract to provide cross-channel freight services in the event of a no-deal Brexit despite Seaborne Freight having never previously operated a ferry service. It has now been widely reported that Seaborne’s supply of services terms appear to be in relation to a food delivery service rather than freight services causing embarrassment for Seaborne and the Government.