United Kingdom: Corporate Governance

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Article
The Deal Killers Investors Often Find Too Late: An IP Lawyer’s Guide To Investor Readiness
Private equity and venture capital investors conduct rigorous due diligence to uncover hidden risks that could derail deals, with many of the biggest threats stemming from intellectual property, legal ownership, and governance issues rather than financial metrics. Understanding these potential deal killers and addressing them proactively can significantly improve a scaling business's chances of securing investment, acquisition offers, or international expansion opportunities.
United Kingdom Commercial
PC
Potter Clarkson
Article
Think, Then Act: Key Takeaways From The Supreme Court's Judgment In Saxon Woods Investments Limited And Others v Costa
The Supreme Court has delivered a landmark ruling on directors' duties under section 172 of the Companies Act 2006, establishing that good faith requires more than honest belief in pursuing a company's best interests. This case arose from a dispute where a chairman covertly delayed a planned company sale, believing it would yield better returns, but in doing so misled the board and breached his fiduciary duties.
United Kingdom Commercial
WB
Womble Bond Dickinson
Article
How The Mental Health (Discrimination) Act 2013 Amended The Removal Of Directors On The Basis Of Lacking Capacity
The Mental Health (Discrimination) Act 2013 fundamentally changed how companies can remove directors who lack mental capacity, eliminating court orders as grounds for termination. Understanding these amendments to the 2008 Model Articles is crucial for companies incorporated before April 2013, as outdated provisions may still exist in their articles of association and could expose them to discrimination claims.
United Kingdom Commercial
AG
Anthony Gold Solicitors LLP
Article
Captive Insurance Comes Home: Prudential Regulation Authority Proposes A Bespoke UK Regime
The Prudential Regulation Authority has published proposals for a fundamentally new regulatory framework specifically designed for captive insurers in the United Kingdom, representing the most significant structural expansion of UK insurance regulation since Solvency UK. This tailored regime would create a distinct category of insurer with meaningfully lower capital, governance and reporting requirements, aimed at making the UK the location of choice for captive insurance business and onshoring captives cur
United Kingdom Insurance
AO
A&O Shearman
Article
Charity Commission Issues Updated Guidance On Changing Governing Documents
The Charity Commission has revised its guidance on amending charity governing documents, introducing separate frameworks for different charity structures and expanding requirements around conflicts of interest, member consultation, and trustee benefits. These changes aim to clarify legal obligations and improve practical usability for charity administrators navigating constitutional amendments.
United Kingdom Commercial
WL
Withers LLP
Article
Luxury Or Legacy
The Financial Times recently highlighted how some institutions pursue high-net-worth clients through lavish hospitality and concierge services, yet this approach fundamentally misunderstands what truly preserves multigenerational wealth. While exotic perks and luxury experiences may attract attention, the real foundation of lasting family office success lies in something far more substantive: trust as an active institutional framework that governs decision-making during both prosperity and crisis.
United Kingdom Wealth Mgt
WT
Winston Taylor
Article
PRA Publishes Consultation Paper On New UK Captives Regime
The Prudential Regulation Authority has unveiled proposals for a new UK captive insurance regime designed to boost competitiveness and provide businesses with greater flexibility in managing risk. The consultation paper outlines a bespoke framework with lower capital requirements, faster authorisation processes, and simplified governance structures compared to Solvency UK.
United Kingdom Insurance
KL
Herbert Smith Freehills Kramer LLP
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