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View the related checklists about Due execution

Checklist for reviewing a foreign law legal opinion

Checklist for reviewing a foreign law legal opinion When and why is a foreign law legal opinion needed? A lender will require a foreign law legal opinion from lawyers in each relevant jurisdiction in the context of a cross-border loan transaction. For example, in the scenario where a transaction has a facility agreement and other finance documents governed by the laws of England and Wales, a borrower or other obligor incorporated in the British Virgin Islands (BVI) and certain security assets situated in Jersey, a lender will require a legal opinion from lawyers in each of England and Wales, the BVI and Jersey. The main purposes of a legal opinion (whether foreign law or otherwise) are: • to confirm to the recipient of the legal consequences and effect of a document, transaction, or course of conduct (as relevant) • to satisfy the recipient that a lawyer has examined specified legal aspects of a transaction, and/or • to state conclusions of law as to the ability of a party to enter...

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Will errors—affidavit evidence

Affidavit or witness statement evidenceIn an application for a grant of representation, usually the information contained in application form PA1P or PA1A or the online application (formerly a separate statement of truth) is the only evidence the court will require in order to prove the deceased’s Will. However, there may be circumstances where further evidence is needed, which may be in the form of an affidavit or witness statement.With effect from 2 November 2020, the Non-Contentious Probate Rules 1987, SI 1987/2024 (NCPR 1987) are amended by the Non-Contentious Probate (Amendment) Rules 2020, SI 2020/1059 to provide for the use of witness statements as an alternative to affidavits for certain non-contentious probate applications and processes.Due executionThe inclusion in a Will of an attestation clause showing compliance with the requirements of section 9 of the Wills Act 1837 raises a presumption of due execution of the Will. Practitioners will need to decide whether each testamentary document satisfies the requirements of WA 1837, s 9.There may be doubts about due execution of the...

Jurisdiction—trusts and estates—the High Court and County Courts

The High CourtThe Chancery Division of the High Court, which operates after 2 October 2017 as part of the Business and Property Courts, undertakes a broad range of work which includes contentious probate business and claims relating to estates and trusts. Practitioners issuing proceedings in the Chancery Division should be familiar with the Civil Procedure Rules 1998 (CPR) and the Chancery Guide which provides practical information and guidance not contained in the CPR or the PDs. The Chancery Guide is to be used in conjunction with the CPR and PDs. In particular, CPR 57 together with the Chancery Guide, para 23 for probate and inheritance claims and CPR 64 together with the Chancery Guide, para 25 for estates and trusts.In 1862, the first rules for Contentious Business were introduced. In 1873 the Probate Court was absorbed into the Probate, Divorce and Admiralty Division of the High Court with the Rules for Contentious Business being absorbed into the Rules of the Supreme Court in 1964. In 1971, jurisdiction in probate matters...

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Director’s certificate for a bilateral loan: borrower

Director’s certificate for a bilateral loan: borrower [insert date] To: [insert full name and address of lender] Dear [insert full name of lender] I am a director of [insert full name of borrower] (the Borrower). I refer to the facility agreement dated [insert date of facility agreement] between the Borrower and [insert name of lender] (the Lender) as amended, novated, supplemented, restated or replaced from time to time in accordance with its terms (the Facility Agreement). Unless defined otherwise in this certificate, or the context requires otherwise, all words or expressions defined in the Facility Agreement have the same meaning in this certificate. I am authorised by the Borrower to give this certificate. I certify as follows: Relevant documents Attached to this certificate are copies of each of the following: 1 [the constitutional documents of the Borrower; 2 [the PSC Register of the Borrower, which is correct, complete and not amended or superseded as at a date no earlier than the date of the Facility...

Heads of terms—equity

Heads of terms—equity [ On letterhead of the Investor ] Strictly private and confidential [insert Manager names] [insert contact address of Managers] (Managers) Date: [insert date] SUBJECT TO CONTRACT Dear Managers, Proposed investment in [insert name and registered number of company] (Company) 1 Introduction 1.1 Further to our recent discussions, this letter sets out the principal terms and conditions upon and subject to which we have agreed to make an investment with you in the Company (Proposed Investment). 1.2 The terms in this letter are not exhaustive and, with the exception of this paragraph 1.2 and paragraphs 14, 15, 16, 17 and 18, are subject to contract and not intended to be legally binding on the parties. No party to this letter shall be legally bound to proceed with the Proposed Investment unless and until a formal written [ share purchase agreement OR asset purchase agreement] is entered into. 1.3 Following the Proposed Investment, it is intended that the Company will acquire [the entire issued share capital OR...