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Companies Act Corporate Counsel

Conyers

The Duties of Independent Directors in Amalgamations and Mergers

Conyers on

This article is the second of a three-part series analysing the decision of Justice Martin in Glendina Pty Limited & Ors v NKWE Platinum Ltd (2025) SC (Bda) 15 Civ – the first “fair value” appraisal claim under section 106...more

Hogan Lovells

Out of the money, but not down and out: UK Court of Appeal overturns Petrofac restructuring plans

Hogan Lovells on

On 1 July 2025, the Court of Appeal handed down its judgment overturning the twin restructuring plans proposed by Petrofac Limited and Petrofac International (UAE) LLC under Part 26A of the Companies Act 2006 (the plans)....more

Cadwalader, Wickersham & Taft LLP

Climate Lawsuit Against Shell Directors Dismissed

On May 12, 2023, the UK High Court dismissed a lawsuit filed by ClientEarth against Shell’s Board of Directors, finding that ClientEarth failed to establish a prima facie case against the Board for its management of climate...more

Katten Muchin Rosenman LLP

Managing Legal Uncertainty in Sole-Director Companies - Recent Developments

The model articles (Model Articles) contained in the Companies Act 2006 (CA 2006) are automatically incorporated into the constitution of a company incorporated pursuant to the CA 2006 to the extent they are not excluded or...more

Conyers

Adventures in Wonderland

Conyers on

Once upon a time, long, long ago, the Queen of Hearts would proclaim in a fanciful way: “Off with their heads!” at the slightest sign of difficulty with her subjects in Wonderland. Over one-and-a-half centuries after...more

Vinson & Elkins LLP

Mandatory Climate-related Disclosures Set to Become Law in the UK

Vinson & Elkins LLP on

On 29 October 2021, the UK government introduced The Companies (Strategic Report) (Climate-related Financial Disclosure) Regulations 20211 (the “Draft Regulations”), which would, once in force, amend the Companies Act of 2006...more

Morgan Lewis

Landmark Decision on Criminal Liability of 'Money Mule' Company Nominee Directors

Morgan Lewis on

A recent Singapore High Court decision has clarified the situations in which nominee directors can be convicted of money laundering offences in banking and wire fraud, and the appropriate penalties to be imposed....more

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