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Wagatha Christie trademark registration
Posted: 25th May 2023
The libel case involving football players’ wives Rebekah Vardy and Coleen Rooney resulted in what the BBC called a “humour” trademark registration. The dispute between the two personalities began in 2019 when Coleen Rooney accused Rebekah Vardy of leaking posts from her private Instagram account to The Sun. Vardy subsequently sued Rooney for libel in […]
M&S removes T-shirt after ‘ripping off’ London craft beer pub’s name
Posted: 5th May 2023
The giant retailer, Marks & Spencer, removed a brewery themed garment from sale after being accused of ‘ripping off’ a London craft beer chain brand. Martin Hayes, the founder of Craft Beer Co, set up in Clerkenwell in 2011 was surprised to hear that a £16 T-shirt was on sale with his pub’s name in […]
Overview of Share Buybacks
Posted: 22nd November 2022
A share buyback takes place when a company purchases shares in itself from an existing shareholder. A company may decide to purchase shares from a shareholder when there is no other buyer available. Generally, there are four ways for a private company to finance the buyback of its own shares: out of distributable profits (this […]
Validity of a notice of warranty claim
Posted: 15th November 2022
The recent case of TP ICAP Ltd v NEX Group Ltd [2022] EWHC 2700 (Comm) highlights the importance of the disclosure process in a corporate acquisition/sale and also the requirements to have a clear and detailed notice of breach of warranty claim that is compliant with the requirements in the share purchase agreement (SPA), when […]
The case of Worcester Warriors highlights administration process
Posted: 12th October 2022
Worcester Warriors, the Premiership rugby club, have been suspended from playing and will be put into administration after failing to meet a Rugby Football Union funding ultimatum. The Department for Digital, Culture, Media and Sport, one of the main guarantors of a loan through Sport England, said it had agreed to the directors’ request to […]
Completion accounts or locked box?
Posted: 21st July 2022
‘Completion accounts’ and ‘a locked box mechanism’ are two tools in share transactions that can be used to determine the purchase price. Both can be used but carry their own risks and advantages. Locked Box Mechanism In a transaction using the locked box mechanism, the parties will agree on a fixed purchase price based on […]
Model Articles and a Private Limited Company with a sole director – corporate law update
Posted: 17th June 2022
Many companies have sole directors who labour under the mistaken belief that Model Articles are all they need. Unfortunately, as has been recently confirmed by Fore Investments Holdings Ltd [2022] EWHC 191 (Ch), this isn’t the case. This claim was an unfair prejudice petition brought by a shareholder of the company. The company did bring […]
Selling your Business – the Team
Posted: 8th June 2022
Now you know what is involved in selling your business, you know how important it is to have the right team around you to guide you with each element of your transaction and ensure the best outcome for you. Who is involved in the transaction? The team that you need to sell your business will […]
Selling your Business – Documentation
Posted:
Every transaction, whether a share sale, business sale, management buy-out, merger, share scheme (the list goes on!) will be governed by legal documents. These are essential to governing the relationship between the parties and sets out what has been agreed. This is important not only in relation to any ongoing matters between the parties post-deal, […]
Selling your Business – Due Diligence
Posted:
So you’ve found a buyer and agreed Heads of Terms, now it’s time for the hard work to begin! From my experience, the most commonly underestimated work-load in the transaction is legal due diligence enquiries. Accounting and Commercial due diligence often starts at the Heads of Terms stage as the buyer uses basic enquiries and […]
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