Introduction

This course is for you if you are a solicitor, in-house lawyer or company secretary advising on private limited company dividends and other transactions that involve a distribution by the company.

This course will better equip you to identify when the company is making a distribution (which isn’t always straightforward), ensure it complies with Companies Act requirements - has sufficient distributable profits to do so and can justify the distribution by reference to relevant accounts - and advise it of the company law steps they must follow to keep the distribution/dividend lawful. It will help you avoid common pitfalls and problems arising from the statutory provisions – and also from the significant and often complex body of case law in this area.

The course is delivered by David Impey, who specialised as a company lawyer since qualifying as a solicitor in 1984. Now a non-practising solicitor, David is a highly experienced presenter and author of a number of company law textbooks.

Prices: £199 + VAT for the first delegate. This is a per organisation price, so up to 10 of your colleagues from the same organisation can participate at no extra charge, even if they are viewing it from a different location or at a different time. So for example, if there are 10 of you the cost per delegate would be just £19.90 each.

For firms with 4 or less partners or sole practitioners, the price for a single ticket is £99

All those who book will receive a video recording of the complete conference shortly after the event without extra charge.

What You Will Learn

The course covers the areas set out below, providing practical and up to date tips and tactics throughout. You will leave the session better informed and equipped to deal with this important area.

Aims

- To provide you with a detailed understanding of the key legal provisions governing distributions, including applicable case law

- To enable you to identify and manage commonly encountered problems in this area of law - and some of the less frequent issues too

Learning Outcomes

By the end of this session you will be equipped to deal with the following:

• Identifying a dividend or other distribution
  • Cash and non-cash dividends
  • Other types of distribution
    • Dispositions at an undervalue
    • Intra-group transactions and loans
• The exceptions
• Distributions, directors’ duties and unfair prejudice
  • Including the application of the Sequana ‘creditor duty’ to dividends
• Legal consequences of unlawful dividends for shareholders and directors
• Dividend case law review, including re-categorising of payments, and dividend policies
• Section 423 Insolvency Act 1986 and dividends
• The mechanics of dividends
  • Companies Act requirements for final and interim dividends
    • Distributable profits
    • Relevant accounts
      • Interim accounts – what’s new?
  • Common articles governing dividends and distributions
  • Practical payment issues
• Particular problem areas – and solutions
  • Distribution, or loan/remuneration? Latest developments in the courts
  • Dividend policies
  • Share classes
  • Dividend rights and eligibility for Business Asset Disposal Relief
  • Waivers

• Upcoming reforms

Important Notes about Booking

1. Payment can be made by credit or debit card or alternatively by invoice. The option to pay by invoice is below the pay by card option in the booking form

2. If you don't have the complete list of who will be attending you can book for those that you know will be attending and add the others at a later date

3. Please ensure that, when booking, you get colleagues' email addresses entirely correct as failure to do so will probably mean that they will not receive joining instructions. We are not responsible for the failure of the receipt of joining instructions, nor for the resulting non-attendance, where this is down to incorrect email addresses being inputted by the person booking the places.

The Legal Training Consultancy

The Legal Training Consultancy is a full-service training consultancy with a large portfolio of conferences, courses and trainers. Over the years we have been responsible for putting together a vast number of law and tax related conferences, webinars, seminars, videos and e-learning modules. Altogether significantly more than 2000.

**Over 24% of all law firms in the UK have attended our events**