We have gathered and examined data from AGM Notices published by FTSE 350 companies until April 2025. We have set out the approach companies have taken on a number of key aspects of their meetings, including the venues of...more
Updated Principles of Remuneration -
On the 9 October 2024, the Investment Association (‘IA’), a trade body for UK investment managers, published the Principles of Remuneration (the Principles). IA members are...more
2/5/2025
/ Acquisitions ,
Board of Directors ,
Compensation & Benefits ,
Corporate Governance ,
Environmental Social & Governance (ESG) ,
Executive Compensation ,
Fiduciary Duty ,
Financial Conduct Authority (FCA) ,
Financial Services Industry ,
Glass Lewis ,
Investment ,
Investment Management ,
Investors ,
Mergers ,
New Guidance ,
Proxy Voting Guidelines ,
Remuneration ,
Reporting Requirements ,
UK
We have gathered and examined data from AGM Notices published by FTSE 350 companies since January 2024. We have set out the approach companies have taken on a number of key aspects of their meetings, including where the...more
This briefing is the sixth in our series of briefings on corporate governance and is designed to provide a synopsis of topical corporate governance matters impacting companies in the United Kingdom. This briefing tracks the...more
1/15/2024
/ Board of Directors ,
Capital Markets ,
Corporate Governance ,
Corporate Transparency Act ,
Disclosure Requirements ,
Environmental Social & Governance (ESG) ,
EU ,
Financial Conduct Authority (FCA) ,
Publicly-Traded Companies ,
Regulatory Reform ,
UK
Planning for the 2024 annual reporting season is underway. We summarise the key legislative changes affecting London-listed companies for the upcoming season along with best practice recommendations....more
11/1/2023
/ Annual Reports ,
Board of Directors ,
Climate Change ,
Corporate Governance ,
Disclosure Requirements ,
Diversity ,
EU ,
Financial Conduct Authority (FCA) ,
Greenwashing ,
Policy Statement ,
Regulatory Reform ,
Remuneration ,
UK
Increased focus from investors, regulators, and employees on racial, ethnic and gender diversity has heightened scrutiny of public companies' commitments to diversity in their workforce and in particular on their...more
9/15/2023
/ Board of Directors ,
Corporate Governance ,
Diversity ,
Diversity and Inclusion Standards (D&I) ,
Financial Conduct Authority (FCA) ,
Gender Equity ,
Listing Rules ,
Proxy Advisors ,
Reporting Requirements ,
Shareholders ,
UK ,
Woman Board Members
This briefing is the fifth in our series of briefings on corporate governance and is designed to provide a synopsis of topical corporate governance matters impacting companies in the United Kingdom. This briefing tracks the...more
8/4/2023
/ Beneficial Owner ,
Board of Directors ,
Corporate Governance ,
Corporate Transparency Act ,
Diversity ,
Diversity and Inclusion Standards (D&I) ,
Environmental Social & Governance (ESG) ,
Ethnicity ,
Financial Crimes ,
Financial Fraud ,
Foreign Corporations ,
Greenwashing ,
Ireland ,
UK
In recent years "overboarding" has become an important issue for many UK companies and investors alike. Several large asset managers as well as proxy advisors, including Vanguard, BlackRock, and LGIM, have tightened their...more
We set out below a number of interesting English court decisions and market developments which have taken place and their impact on M&A transactions. This review looks at these developments and gives practical guidance on...more
9/20/2020
/ Acquisitions ,
Board of Directors ,
Company Law ,
Conflicts of Interest ,
Contract Drafting ,
Contract Terms ,
Corporate Restructuring ,
Duty to Disclose ,
Fiduciary Duty ,
Financial Conduct Authority (FCA) ,
Good Faith ,
Indemnification Clauses ,
Joint Venture ,
Listed Company Manual ,
Litigation Strategies ,
Material Change Doctrine ,
Mergers ,
Motion for Sanctions ,
Publicly-Traded Companies ,
Recordkeeping Requirements ,
Restrictive Covenants ,
Risk Allocation ,
Scheme of Arrangement ,
UK
We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2019 and their impact on M&A transactions. This review looks at these...more
1/24/2020
/ Acquisition Agreements ,
Acquisitions ,
Administrative Hearings ,
Audit Reports ,
Authentication ,
Board of Directors ,
Breach of Duty ,
Buyers ,
Buyouts ,
CEOs ,
Company Law ,
Contract Formation ,
Contract Terms ,
Corporate Liability ,
Corporate Officers ,
Disciplinary Proceedings ,
Disclosure Requirements ,
E-Signatures ,
Email ,
Executive Authority ,
Failure To Disclose ,
Fiduciary Duty ,
Financial Conduct Authority (FCA) ,
Fraud ,
FSMA ,
Good Faith ,
Individual Accountability ,
Insider Information ,
Mergers ,
Mutual Mistake ,
Notice Requirements ,
Publicly-Traded Companies ,
Put and Call Options ,
Rectification ,
Scheme of Arrangement ,
Securities Litigation ,
Sellers ,
Share Sale and Purchase Agreements (SPAs) ,
Shareholder Distributions ,
Shareholder Litigation ,
Shareholder Meetings ,
Shareholders ,
Takeovers ,
Tax Liability ,
UK
We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the first half of 2019 and their impact on M&A transactions. This review looks at these...more
8/19/2019
/ Acquisitions ,
Asset Management ,
Board of Directors ,
Breach of Warranty ,
Competition Act 1998 ,
Duty of Care ,
Employee Benefits ,
Environmental Claims ,
Financial Conduct Authority (FCA) ,
Mergers ,
Parent Corporation ,
Risk Management ,
Shareholder Rights ,
Subsidiaries ,
UK ,
UK Brexit ,
UK Companies Acts ,
UK Insolvency Act ,
UK Supreme Court
We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2018 and their impact on M&A transactions. This review looks at these...more
1/11/2019
/ Acquisitions ,
AIM ,
Appeals ,
Arms Length Transactions ,
Board of Directors ,
Breach of Duty ,
Censures ,
Civil Conspiracy ,
Consideration ,
Contract Drafting ,
Contract Terms ,
Corporate Fines ,
Cross-Border Transactions ,
EU ,
Failure To Disclose ,
Fiduciary Duty ,
Majority Shareholders ,
Mergers ,
Minority Shareholders ,
Misrepresentation ,
Non-Reliance Clauses ,
Parent Corporation ,
Privately Held Corporations ,
Publicly-Traded Companies ,
Reasonableness Factors ,
Right of First Refusal ,
Scheme of Arrangement ,
Shareholders' Agreements ,
Subsidiaries ,
UK ,
UK Companies Acts ,
Unfair Prejudice