Schedule 2 Share Incentive Plan Rules

A Standard Deed of Covenant for an EMTN (Euro Medium Term Note) Programme under UK law is a legal template designed to regulate the terms and conditions between the issuer of EMTN securities and the investors.

An EMTN Programme serves as a framework for the issuance and listing of debt securities by a company or organization, allowing them to access the international capital markets for long-term financing. The Deed of Covenant establishes the rights and obligations of both parties involved in the issuance of these securities.

The template typically includes provisions related to the terms of the securities, such as interest payments, maturity dates, redemption clauses, and conversion rights. It may also outline the processes for bondholder meetings, communication between issuer and investors, and the mechanisms for handling defaults or disputes.

Under UK law, the template ensures compliance with relevant regulations, creates a legally binding document, and provides a clear framework for the management and operation of an EMTN Programme. It aims to protect the interests of both the issuer and the investors by establishing a transparent legal framework that governs their rights and obligations throughout the lifespan of the EMTN Programme.

Overall, the Standard Deed of Covenant for an EMTN Programme under UK law is a comprehensive legal document that governs the relationship between an issuer and investors within an EMTN programme, ensuring all parties are subject to the same set of rules and regulations governing their obligations and entitlements.

The Standard Declaration of Solvency (Members' Voluntary Liquidation) is a legal template specific to the United Kingdom that delineates the process by which a company undergoing voluntary liquidation can declare its solvency. This document is typically employed when the members/shareholders of a solvent company decide to dissolve it and distribute its assets amongst themselves. It serves as a formal declaration, affirming the company's ability to repay all debts and liabilities in full within a stipulated timeframe.

The template outlines the necessary components of the declaration, including the identification of the company undergoing liquidation, details regarding its solvency status, reason for winding up, appointment of a liquidator, and the intended distribution of assets among members/shareholders. It also stipulates the specific legal framework within which the declaration is made, ensuring compliance with relevant UK legislation, such as the Companies Act and Insolvency Act.

By utilizing the Standard Declaration of Solvency, companies undergoing voluntary liquidation can provide a clear and formal undertaking to their stakeholders, including creditors, that all outstanding obligations will be settled in an orderly manner. This document not only facilitates the liquidation process but also offers protection to members/shareholders against potential future claims and legal disputes.

The legal template titled "Standard Letter By An Employee Objecting To A TUPE Transfer under UK law" is designed to assist employees in asserting their objections to a business transfer under the Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE).

TUPE is a legislative framework in the UK aimed at protecting employees' rights when their employer changes due to a business transfer or service provision change. In some cases, employees may express concerns or disagreements regarding the transfer process, fearing potential negative implications on their employment terms, conditions, or their general working environment.

This template provides a standardized letter through which an employee can voice their objection to a specific TUPE transfer. It outlines the employee's intention to dispute the transfer and highlights the reasons for the objection. The document also incorporates relevant legal references and outlines the employee's rights under TUPE regulations.

By utilizing this template, employees can draft a formal objection letter to their employer outlining their concerns and request further information or consultation regarding the pending business transfer. The document serves as a legal tool to ensure that employees exercise their rights and engage in a transparent and fair transfer process.

It is important to note that while this template offers a framework for expressing objections, employees should consider seeking legal advice to ensure their objections comply with applicable UK employment law and specific circumstances.