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Responding to a freezing injunction—checklist

Responding to a freezing injunction—checklist This Checklist provides a suggested approach for dealing with and responding to a freezing injunction. It is intended as a starting point, listing various key matters which you should consider when preparing your client’s response. It is assumed that: • the freezing injunction was granted pre-action and without notice, and • your client is the defendant in the underlying substantive claim For further guidance on freezing injunctions generally, see Practice Notes: • Freezing injunctions—guiding principles • Freezing injunctions—the application • Freezing injunctions—the draft order Ensuring you have all the necessary documentation The applicant should have provided the following documentation (at the very least): • the application notice • the affidavit(s) in support • the sealed order • a transcript of the hearing • the skeleton argument (if one was used at the hearing) If any of the above documents are missing, ask the applicant’s solicitors for them as a matter of urgency. You will need all of the documents relied upon at the without notice...

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Applying to naturalise as a British citizen: eligibility

Applying to naturalise as a British citizen: eligibility Naturalisation is the most common way for adults to acquire British citizenship. The naturalisation route to British citizenship enables adults who do not fulfil automatic registration criteria but who have lived in the UK for specified periods to apply to become a British citizen. A person who becomes a British citizen through naturalisation is considered a British citizen otherwise than by descent. The current legal framework governing the criteria under which an application for naturalisation can be made is set out in the British Nationality Act 1981 (BNA 1981). BNA 1981, s 6 and Sch 1 set out a series of requirements, some of which are compulsory and others of which are subject to an exercise of discretion on the part of the Secretary of State for the Home Department (SSHD) to disregard. The requirements for naturalisation are different for an applicant who is married to, or in a civil partnership with, a British citizen, or who is...

The strategic report

The strategic report STOP PRESS: A significant restructuring of the UK listing regime came into effect on 29 July 2024 which included the removal of the premium and standard listing segments and the creation of a single listing category for equity shares in commercial companies. The commercial companies category is heavily disclosure-based and sits alongside other listing categories such as the shell companies, secondary listing and closed ended investment fund categories. A new UK Listing Rules sourcebook came into force to implement the changes and the previous Listing Rules sourcebook was revoked. For further information, see Practice Note: Reform of the UK listing regime—fundamentals. This Practice Note reflects the listing regime as it was prior to 29 July 2024. All companies (other than small companies) must prepare a strategic report for each financial year. In June 2022 the Financial Reporting Council (FRC) updated its Guidance on the Strategic Report (FRC Guidance) (see FRC Guidance on the Strategic Report below). Government withdraws draft corporate reporting regulations In October...

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Form 10b-5 letter (US IPO)

Form 10b-5 letter (US IPO) Form 10b-5 Letter [insert date] [insert address] Re: Underwriting Agreement Dear [insert text] This firm has acted as counsel to [insert name], a [insert company details] (the Company), in connection with the issuance and sale of [insert number] shares of common stock, par value $[insert value] (the Shares) of the Company, pursuant to the terms of the Underwriting Agreement dated [insert date] (the Underwriting Agreement) by and among the Company and you, as representatives of the several underwriters named in Schedule I to the Underwriting Agreement (the Underwriters). This letter is furnished to you pursuant to the requirements set forth in Section [insert number] of the Underwriting Agreement in connection with the closing thereunder on the date hereof (the Closing). Nothing herein shall be construed to cause us to be considered ‘experts’ within the meaning of Section 11 of the Securities Act 1933, as amended. During the course of the preparation of the Registration Statement on...

Memorandum on the responsibilities and obligations of a director of an AIM company

Memorandum on the responsibilities and obligations of a director of an AIM company 1 Introduction 1.1 This memorandum has been prepared for the directors and proposed directors (the Directors) of the Company to provide a general introduction to the principal responsibilities and obligations of a director of a company whose shares are admitted, or will be admitted, to AIM, a market operated by London Stock Exchange plc (LSE). 1.2 Once a company’s securities are admitted to trading on AIM, a company and its directors are subject to an increased layer of regulation. This includes requirements set out in the AIM Rules for Companies published by the LSE (AIM Rules), the Disclosure Guidance and Transparency Rules sourcebook (DTRs), the Prospectus Rules and the Market Abuse Regulation. 1.3 As a Director, you will be responsible (individually and collectively with your fellow Directors) for the Company's compliance with these provisions. The LSE has the power to fine or publicly censure an AIM company in the case of a...

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What is the type and extent of due diligence required in an AIM or Main Market IPO and how long does it take to complete?

What is the type and extent of due diligence required in an AIM or Main Market IPO and how long does it take to complete? Written in partnership with Daniel Simons (Partner, Hogan Lovells International LLP) and Melissa Ratchev (Associate, Hogan Lovells International LLP). This Q&A considers the nature and extent of due diligence required in an AIM or Main Market Initial Public Offering (IPO) and how long such due diligence takes to complete. Why carry out due diligence on an applicant pursuing an AIM or Main Market IPO? The due diligence exercise is a critical part of the IPO process. It requires a full investigation by the company and its advisers into the company's business, finances, prospects and risks in order to provide the necessary information in the offering document (that is, a prospectus where there is an offer to the public or for an admission of securities to trading on the Main Market, or an admission document for an admission of securities to trading...

Where a party disclosed significant debts and there was an apparent risk of bankruptcy, but later appears to have sufficient assets or income to purchase a property, what are the considerations for a potential application to set aside a financial consent order?

Where a party disclosed significant debts and there was an apparent risk of bankruptcy, but later appears to have sufficient assets or income to purchase a property, what are the considerations for a potential application to set aside a financial consent order? A failure to disclose a material fact or document could justify setting aside a financial order, but whether or not the order will be set aside will depend on whether the information not disclosed would have made a fundamental difference to the order that was made. Non-disclosure that would not have impacted on the order will not be 'material' (Livesey (formerly Jenkins) v Jenkins). Family Procedure Rules 2010 (FPR 2010), SI 2010/2955, 9.9A provides for an application to set aside a financial remedy order. The FPR 2010, SI 2010/2955, Pt 28 rules relating to costs do not apply to an application under FPR 2010, SI 2010/2955, 9.9A and the ‘no order as to costs’ provisions therefore do not apply. This should be taken into account,...

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HMRC required to give oral evidence in judicial review case (R (oao Fluid Systems Technologies (Scotland) Ltd and Others) v HMRC)

Tax analysis: In Fluid Systems, the Upper Tribunal (UT) granted an application by the taxpayers for cross-examination of an HMRC witness at the hearing of their judicial review relating to a decision to refuse repayment under the Disguised Remuneration Repayment Scheme.

Immigration cases January—July 2024 review

Immigration analysis: Adam Pipe, barrister at No 8 Chambers, reviews the key cases from January 2024 to July 2024 for Immigration advisers, and explains why they are of interest. The review covers revocation of sponsor licences, legal limbo and Article 8 ECHR, judges and fairness, EUSS and the Withdrawal Agreement, EEA and non-EEA deportation, electronic monitoring, private life and entry clearance and citizenship rights and revocation.