Financial assistance: break fee (High Court) | Practical Law

Financial assistance: break fee (High Court) | Practical Law

In Paros Plc v Worldlink Group Plc, the High Court held that a break fee in heads of terms agreed for a proposed reverse takeover by share purchase of an unlisted public company with negative net assets constituted financial assistance under section 151 of the Companies Act 1985 at the time the heads of terms were agreed, but ceased to be unlawful when the heads of terms were varied so that an asset purchase was contemplated instead of a share purchase.

Financial assistance: break fee (High Court)

Practical Law UK Legal Update 0-518-7870 (Approx. 6 pages)

Financial assistance: break fee (High Court)

by PLC Corporate
Published on 04 May 2012England, Wales
In Paros Plc v Worldlink Group Plc, the High Court held that a break fee in heads of terms agreed for a proposed reverse takeover by share purchase of an unlisted public company with negative net assets constituted financial assistance under section 151 of the Companies Act 1985 at the time the heads of terms were agreed, but ceased to be unlawful when the heads of terms were varied so that an asset purchase was contemplated instead of a share purchase.