Corporate law concerns itself with the legal requirements of incorporated companies, this includes the
process to form an incorporated company, as well as the obligations and requirements of company
administration and dissolution. This area of law is predominately, but not solely, concerned with the
Companies Act of 2006. The statutory obligations arising from corporate laws can be extensive and complex, with specific requirements on administrative processes and procedures in order for them to be lawful and valid.
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Companies can be owned by multiple shareholders who later disagree on the administration, running or control of the company. This can lead to disputes between shareholders that require a particular formal legal or administrative process to ensure company compliance and fairness are maintained. This can also apply where shareholders and directors disagree.
This is the formation of a new company at Companies House. This formally registers the new legal company with the national register of companies - Companies House. At the time of incorporation, you will be provided with a certification of incorporation, the articles of association adopted and the share capital of the company (statement of capital).
An incorporated company is governed by certain legal processes and this includes where a company becomes unable to meet its financial obligations. Where a company is unable to meet its financial obligations, it is referred to as insolvent and there is a legal process to ensure that company assets can be secured against any outstanding debts.
Company Asset Transfer
An incorporated company is its own legal entity and its assets are owned by the company itself; opposed to the personal property of any shareholder or director. Company assets can be any property, tangible or intangible, that is the property of the company itself. If the parties administering the company wish to change ownership of the company assets, the property may have to be transferred in accordance with applicable company governance, legislation, or by external express agreements between shareholders. An asset transfer takes place when the company approves and completes the passing of property to another company, organisation, or individual in compliance with its governance, legal and express obligations.
Equity Investment Agreement
When a business or company is seeking to raise new funds to finance its operations or expansion it may seek to raise funds by providing equity in the business in return. This type of transaction can be governed by an equity investment agreement that will expressly provide the terms of such an arrangement. This is commonly referred to as a "term sheet".
Company Share Transaction
An incorporated company can be limited by share, these shares can have certain rights attached in order to facilitate certain company decisions or dividends. These shares are issued by the company and recorded with Companies House. Company shares can be used to trade with, exchange, transfer, sell, or otherwise dispose of in various ways.
Company Shareholders' Agreement
A shareholders' agreement is a common legal agreement between an incorporated company and its shareholders. A shareholders' agreement is an agreement that concerns how the company will be managed and administered by its shareholders, including what interests and duties the shareholders have. A shareholders' agreement is usually formed when there is more than one shareholder with an interest in the company and the shareholders' wish to ensure that the duties, responsibilities, and interests are made expressly clear. If a shareholders' agreement has not been formalised a company is by default governed by the Companies Act 2006, which may not be desirable by its shareholders.
A company is usually supported by one or more directors; a director is someone that takes on legal responsibilities and duties on behalf of the company. A director is required to carry out certain legal and administrative functions to ensure the ongoing compliance of the company. In addition to directors, a company can have a designed company secretary that will have a legal responsibility to ensure that appropriate filing and administrative records are created and kept up to date.
The appointment, registration, and termination of both company directors and company secretaries are governed by the Companies Act 2006. There is a legal process that should be followed to ensure that the appointment is lawful and valid, as well as appropriately recorded with Companies House. Termination of either role is also dictated by a formal legal process and must be recorded for it to be lawful and valid.
Company admin is carrying out the statutory requirements when running a company, this is usually directed and governed by the Companies Act 2006 and your company articles of association. Company admin can include drafting resolutions, directors' loans, directorships and much more. This type of admin can have minimum legal requirements for company actions or decisions to be lawful and, therefore, valid.
A company valuation is an assessment of the underlying value of the company itself taking into consideration a range of factors from cash at bank to intellectual property. The method of valuing a company can vary depending on its status, industry, and potential and a valuation assessment can be highly complex in many circumstances.
A company valuation is usually carried out to support a business in determining how much money it can raise in equity, equity securities, or debt to name a few. It can also be carried out under the direction of a shareholders' agreement in certain circumstances to aid a share purchase or sale between existing or new shareholders.
A partnership is the formation of a business between two or more individuals (partners), this is usually governed by a Heads of Terms document that acts as an agreement between the partners as to how the partnership will be administered and run. This business is run with a view to making profit(s). Partnerships are unincorporated and are by default governed by the Partnership Act 1890.
Profit share Agreement
A profit share agreement is usually between joint investors or parties with an interest in the related business or corporation. This type of agreement will usually set out the terms in which any profits of said business or corporation will be allocated between the parties it concerns.
Directors' Loan Agreement
Loan agreement specifically designed for a director making a loan to the company, or money loaned by the company that they are a director of. The loan money is not a salary, dividend or expense, it must be repaid.