Setting up

You may need advice on setting up with a shareholders or partnership agreement. The choice of structure between company, partnership and sole trader depends on how much tax, liability, privacy, paperwork and capital raising you want. Many businesses change structure later, eg a sole trader might find it easier to raise finance as a company.

Companies

A company will need a company secretary, and probably directors service contracts, meetings and even an auditor. If you have shares you may need to issue more or buy some back, and will almost certainly want to pay dividends. You may want to raise capital through loans or shares.

Partnerships

Partners often have questions around liability for debts or how to escape or wind up a partnership.

Employment

You would be wise to get some basic training in employment law before you hire anyone. Certainly you ought to have proper employment contracts drafted and get our guidance on grievances and discipline from time to time. Although we can represent you in court or at tribunal if it gets to that, most disputes are settled as they would cost more to litigate than the amount in dispute.

Commercial contracts

If you don’t have a sale of goods contract drafted in your favour you can be sure the law will imply terms in your customer’s or supplier’s favour. The same applies to marketing and distribution agreements. You also need to know how to maximise the chances of your contract applying instead of the other firm’s.

Sale of business

One day it will be time to retire or hand over to somebody less entrepeneurial than you but who can run an existing business that you have already grown. You can sell either the assets or the shares.

You could do with our guidance and drafting on matters such as the memorandum of sale, heads of terms, due diligence and sale and purchase agreement. The buyer will want you to sign your life away to underwrite warranties and indemnities, so that is where we come in to argue what is needed and acceptable practice.

There may also be tax issues such as stamp duty and your own capital gains. Often property needs conveyancing. Staff may have TUPE rights to address which are not strictly the vendors problem but the buyer will want you to guarantee there no industrial relations skeletons in the cupboard.

Debt collection

There are “can’t pays” and “won’t pays”. Can’t pays need a view on how much blood we can get out of a stone. Won’t pays tend to have an excuse, such as a counterclaim – just as they experience a cashflow problem a delivery will mysteriously be short, late or defective. So then we are not just debt collecting but litigating a contract.

Leases

You may need help with drafting, negotiation, rent reviews or delapidation.