Articles

How HMRC’s Recent Report Demonstrates That Employee Share Schemes Are Rising In Popularity

Companies and employees both greatly benefit from employee share schemes which are authorised by HMRC. Such schemes help recruit, retain and incentivise employees by ensuring that they receive a direct financial interest in the success of the company. Large companies can utilise employee schemes in such a way as to compete for high-quality staff against quoted or known-brand companies.

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Unfair Prejudice Claims – A Short Overview

Unfair prejudice materialises where one or more minority shareholders have their interests infringed (prejudiced) by a majority shareholder, and often occurs when the majority shareholder has control at board level. As a result of the majority shareholder’s control, the company can be run purely for the advantage for the majority shareholder and can be disadvantageous to the minority shareholder(s).

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The ‘Sunset Clause’ And Its Potential Impact On EIS Tax Relief

Investors have been encouraged to invest in early-stage start-ups by various venture capital schemes, including the Seed Enterprise Investment Scheme (“SEIS”), Enterprise Investment Scheme (“EIS”) and Venture Capital Trust Scheme (“VCT”), which have greatly benefited the UK economy. The EIS scheme saw 3,755 companies raise a total of £1.66bn between 2021 and 2022, while 4,165 firms raised £1.89bn the year prior, according to data from HM Revenue & Customs.

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Minority Shareholder Rights and Remedies

Shareholders often have different expectations on how a business should be run. Consequently, it is often the case that shareholders’ disputes arise. It is in such cases that the relationship between majority and minority shareholders may cause further difficulties, primarily due to the widespread perception that majority shareholders and/or the directors act oppressively or unfairly towards the minority shareholders.

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A Comprehensive Guide to Articles of Association and Shareholders’ Agreements

If you are thinking of starting a company (or are a shareholder), it is important that you know the difference between a company’s Articles of Association (“Articles”) and a Shareholders’ Agreement. Every company registered in England and Wales must have Articles; a company simply cannot be formed without them. The Articles set out the company’s governance structure and basically operate as a rule book. If you are a shareholder, it is within your interests to ensure that the Articles are appropriate to the company and how it operates.

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Compliance with EMI Share Option Scheme Annual Reporting

Once a company has set up and is operating an EMI share scheme, more often than not, those at the company managing the scheme only diarise for the dates on which certain employees’ options will vest and be capable of exercise. Unfortunately, there is an additional date which needs to be added to the diary – this is the EMI Annual Reporting Deadline.

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Generic Discrimination on the Basis of Vaccination Status Letter

This is an easily-adaptable letter to a venue which you can use to refuse Covid-19 vaccinations as a condition of entry to venues in the United Kingdom. It is well-established at both common law and statute that no-one can be forced to take medical treatment in the UK and anyone doing so, or attempting to do so, exposes themselves to criminal and / or civil liability.

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The National Security and Investment Act 2021

On 4 January 2022, the National Security and Investment Act 2021 (“NSIA”) came into force. The NSIA replaces the existing provisions of the Enterprise Act 2002, provisions that previously dealt with possible public interest issues arising from mergers. The rules of the NSIA apply to any qualifying acquisition (detailed below) of an entity (e.g., a company) or any qualifying acquisition of assets (e.g., intellectual property or land). The NSIA may also capture transactions beyond that of standard mergers and acquisitions such as minority investments, where qualifying interests or rights are acquired. 

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