Talking Business Gateley

In this month’s update we examine two cases dealing with warranty claims under share purchase agreements, both of which favoured the buyer; explain how a transfer of company assets at an undervalue was found to be unfairly prejudicial conduct; and highlight proposals to narrow the scope of companies subject to the Takeover Code.

In this month's podcast we explain the time limits for unfair prejudice claims following a landmark decision of the Court of Appeal; examine a case which considered whether a resigning partner was entitled to a payment for their share of the partnership assets; and highlight the Government’s plans to crack down on the misuse of non-disclosure agreements.

In this month’s podcast we highlight changes for companies coming into force on 4 March under the Economic Crime and Corporate Transparency Act 2023; explain the limits of a limitation of liability clause; and consider when a negotiating party may owe fiduciary duties to another.

In this month’s podcast we review a case about directors’ interests and conflicts; summarise the FCA’s proposals for significantly overhauling the UK’s listed company regime; and highlight changes to certain key exemptions from the financial promotion prohibition.

In this month’s podcast we consider whether a document is valid if it has been executed on behalf of a company in the wrong place and by non-statutory directors; explain why an assignment signed on behalf of an individual by their attorney was not valid; and summarise the Government’s review of the national security regime for intervening in transactions.

In this month’s podcast we summarise the changes to be introduced by the new Economic Crime and Corporate Transparency Act 2023; consider the relevant decision point in relation to an unlawful preference; and explain how the Court of Appeal construed a ‘material adverse change’ warranty.