Limited Liability definition

View the related checklists about Limited Liability

Perfecting security in real estate finance transactions—checklist

Perfecting security in real estate finance transactions—checklist This Checklist sets out the steps which property lawyers need to take to perfect security in a real estate finance transaction. Real estate finance lenders will typically want to take a full security package over all of the assets relating to the real estate. A real estate lawyer in a multi-disciplinary team will likely be responsible for arranging or inputting into the following securities and documentation: • security over the land, rental income, insurance proceeds, development and construction and contractual rights • reviewing the management agreement and negotiating a duty of care agreement (although in a multi-disciplinary team, this is sometimes handled by the banking and finance lawyer) • dealing with completion undertakings and post completion registration of the legal charge at Companies House and HM Land Registry as well as giving third party notices regarding rent payment, notice of charge where necessary of assignment of contractual rights or warranties See Practice Notes: Security in real estate finance transactions, Taking security over land...

GAAR guidance: examples of non-abusive transactions—checklist

GAAR guidance: examples of non-abusive transactions—checklist The GAAR guidance aims to help interpret and apply the general anti-abuse rule (GAAR). This is why the GAAR guidance includes in Part D various examples to illustrate the types of arrangements HMRC considers should escape the GAAR and those which it considers should be caught by the GAAR. The current version of the GAAR guidance, as well as previous versions of the guidance, are available online (see: GAAR guidance). Part D of the GAAR guidance (which is dated 11 September 2020) contains the majority of the illustrative examples, but some are found in other parts of the guidance too. For ease of reference, the table in this Checklist: • pulls together • in one place • a list of the arrangements: ◦ referred to in any part of the GAAR guidance ◦ in respect of which HMRC has indicated it would not pursue counteraction under the GAAR (although note that much of the legislation underlying the examples has changed since the examples were...

View the related flowcharts about Limited Liability

Direct marketing decision tree—live telephone calls—data protection

Direct marketing decision tree—live telephone calls—data protection This decision tree provides a logical process for determining whether you can engage in live telephone marketing and, if so, to whom. For other types of marketing, see: Direct marketing decision tree—postal—data protection and Direct marketing decision tree—email and other electronic mail marketing—data protection. Live or automated telephone calls? This decision tree is not suitable for automated calls because the rules on automated calls are far stricter than those relating to live calls. You must not make automated telephone marketing calls to an individual unless they have specifically consented to receive this type of call from you. General consent for marketing, or even consent for live calls, is not enough—it must specifically cover automated calls. There is therefore little point in having a decision tree for automated marketing calls—this decision tree relates exclusively to live marketing calls. See Practice Note: Direct marketing compliance—Automated calls. Claims management services Unsolicited phone calls advertising claims management services are not permitted unless the recipient previously notified...

View the related practice notes about Limited Liability

Statement of Changes in Immigration Rules, HC 309—analysis [Archived]

Statement of Changes in Immigration Rules, HC 309—analysis [Archived] This analysis considers the main changes to the Immigration Rules (the Rules) set out in HC 309. HC 309 was issued on 7 December 2017, along with an Explanatory Memorandum (EM). It covers: • the electronic issuing of entry clearance • controversial changes to the Rules relating to indefinite leave to remain (ILR) for main applicants and their dependants in work categories, in particular on how absences from the UK are to be treated • substantial amendments to the Tier 1 (Entrepreneur) sub-tier • amendments to Tier 1 (Exceptional Talent) including: ◦ increasing the Tier 1 (Exceptional Talent) limit to 2000 endorsements per year, with 1,000 of these to be allocated among the Designated Competent Bodies on a first-come first-served basis ◦ introducing provision for migrants endorsed under the exceptional talent criteria to apply for ILR after three years • amendments to Tier 2 (General), including: ◦ allowing Tier 4 (General) students to apply to switch into Tier...

Limiting liability checklist

Limiting liability checklist Required document or action Comments 1 Do you seek to limit your liability to clients?If yes, do you limit your liability in all or only some cases? 2 Is the limit above the SRA's minimum level—£3 million for corporate entities (including LLPs) and £2 million for partnerships and sole practitioners (excluding LLPs)? 3 Have you limited liability in a way that is:—fair and reasonable in relation to commercial clients? (See Practice Note: Limiting liability—commercial

View the related precedents about Limited Liability

Short-form facility agreement (term loan): single company borrower—bilateral—unsecured

Short-form facility agreement (term loan): single company borrower—bilateral—unsecured Facility agreement This Agreement is made on [date] Parties 1 [insert name of Borrower], a company incorporated in England and Wales with registered number [insert company number] whose registered office is at [insert address] (the Borrower); and 2 [insert name of Lender], of [insert address] (the Lender). It is agreed as follows: 1 Definitions and interpretation 1.1 In this Agreement, unless otherwise provided: Business Day • means a day, other than a Saturday, Sunday or public holiday, on which banks are open for business in London; Commitment • means £[•] ([•] Sterling) minus any amount reduced or cancelled in accordance with this Agreement; Commitment Period • means the period commencing on the date of this Agreement to and including [•]; Default • means an event that with the giving of notice, lapse of time or other applicable condition would be an Event of Default under Clause 16; Drawdown • means [the OR a] utilisation of the...

Part 26A restructuring plan for SMEs

Part 26A restructuring plan for SMEs IN THE HIGH COURT OF JUSTICE BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALES COMPANIES LIST (CHD) IN THE MATTER OF [insert name of the Company] AND IN THE MATTER OF THE COMPANIES ACT 2006 BETWEEN [insert name of the Company] and THE PLAN CREDITORS [AND MEMBERS] (as defined herein) RESTRUCTURING PLAN (under Part 26A of the Companies Act 2006) DATED [insert date] RECITALS The Company (A) [Insert name of the Company] is a [private] limited company, incorporated in [England and Wales] with company number [insert company number] and office at [insert address] (the Company) Purpose of the Restructuring Plan (B) The purpose of this Restructuring Plan is to affect a compromise and arrangement between: [(i)] the Company and the Plan Creditors; [and (ii) the Company and the Members], in order to eliminate, reduce or prevent, or mitigate the effect of financial difficulties encountered [or likely to be encountered] by the Company that are affecting, or will...

View the related q&as about Limited Liability

Do you have a definition of a group where that group includes LLPs?

Do you have a definition of a group where that group includes LLPs? A limited liability partnership (LLP) is a body corporate that is formed under the Limited Liability Partnerships Act 2000 (LLPA 2000) as opposed to a partnership that doesn’t constitute its own body corporate. For more as to an LLP’s status as a separate legal entity, see Practice Note: The nature of a limited liability partnership and its legal framework. The Precedent: Group definition provides various drafting options for related companies, subsidiaries and holding companies being part of the defined term of ‘Group’. The overall ‘Group’ definition depends in part upon further defined terms including ‘subsidiary’ and ‘holding company’, as to which see Precedents: Subsidiary definition and Holding company definition. There are two alternative drafting options available within each of these Precedents—to define a ‘subsidiary’ and ‘holding company’ either by reference to: • section 1159 of the Companies Act 2006 (CA 2006), or • CA 2006, s 1162, Sch

How do you bring a claim to enforce a contract against a co-operative and community benefit society which has been cancelled by the Financial Conduct Authority? The contract was entered into before cancellation and it is not possible to identify the members of the society.

How do you bring a claim to enforce a contract against a co-operative and community benefit society which has been cancelled by the Financial Conduct Authority? The contract was entered into before cancellation and it is not possible to identify the members of the society. Once registered, a co-operative or community benefit society (a registered society) is a body corporate with limited liability and its own legal personality. It is owned by its members who hold shares in the society. It may sue and be sued in its registered name, and it has power to hold land and invest funds (subject to the terms of its registered rules). A registered society is similar in a number of ways to a company limited by shares, but it is not registered via Companies House and the Companies Act 2006 (CA 2006) does not apply. The Financial Conduct Authority (FCA) is the registering authority for societies registered under the Co-operative and Community Benefit Societies Act 2014 (CCBSA 2014). The FCA has powers to...

View the related News about Limited Liability

Corporate weekly highlights—16 January 2025

This week's edition of Corporate weekly highlights includes the publication of ISS’s 2025 Proxy Voting Guidelines; the Home Office response to the House of Lords Committee report on the Modern Slavery Act; and the FCA’s consultation on the framework for the regulated trading platform for private company shares (PISCES). It also looks at how the EU’s new Listing Act measures will modernise EU capital markets; the publication of ESMA’s new Q&As on key EU financial regulations; and a recent EU Court of Justice case on the application of the Prospectus Regulation.

Tax weekly highlights—9 January 2025

This week's edition of Tax weekly highlights includes: (1) updates on the progress of the Finance Bill 2025 and the National Insurance Contributions (Secondary Class 1 Contributions) Bill, (2) HMRC updated guidance on R&D claims, (3) News Analyses on the FTT’s decisions in Chemidex Generics Ltd and NHS Mid & South Essex ICB, (4) the UK-Ecuador DTT coming into force, (5) HMRC guidance on digital platform reporting, and (6) the OECD’s new tools for the implementation of Amount B of Pillar One.