Law360, New York ( July 13, 2015, 11:17 AM EDT) -- The U.K. Companies Act provides that a company can amend its constitutional documents by special resolution (being a shareholders' resolution passed by more than 75 percent of votes cast by those shareholders voting on the resolution). In private merger and acquisition transactions where the target has multiple shareholders and a drag right does not apply, a bidder wishing to acquire the entire issued share capital of the target may, given an amendment to the constitutional documents does not require unanimity, consider conditioning its proposal on the insertion of a drag right into the target's constitutional documents. Some practitioners have historically taken the view that amendments of this sort are unlikely to be enforceable....