Material adverse change and Memorandum of Association: Difference between pages

Latest revision as of 21:06, 10 July 2022

Document submitted to the UK Registrar of Companies when seeking registration of a company.

The memorandum sets out information including the company name, the company’s objects and the company’s registered office.

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-(MAC).
+Document submitted to the UK Registrar of Companies when seeking registration of a company.
-A clause in a loan agreement.
+The memorandum sets out information including the company name, the company’s objects and the company’s registered office.
-Normally it is intended as a 'catch-all' clause and states that if ''in the opinion of the lender'' there is a change in the circumstances of the borrower that is both material and adverse, then this will constitute an event of default.
-Not surprisingly this is a contentious clause, depending on who determines 'material', and how.
-Modified forms of the clause may require the opinion to be 'reasonable' or replace the 'opinion' with an objective test.
 == See also ==
-* [[Conduct]]
+* [[Articles of Association]]
-* [[Event of default]]
+* [[Certificate of incorporation]]
-* [[Loan agreement]]
+* [[Memorandum of understanding]]
-* [[Material]]
+* [[Objects clause]]
-* [[Material adverse effect]]
+* [[Offering memorandum]]
-* [[Materiality]]
+* [[Registrar of Companies]]
+* [[Registration]]
-[[Category:Long_term_funding]]
 [[Category:Treasury_operations_infrastructure]]