Business Law

When starting out or acquiring a business you need to consider how you will finance it. This could be with savings, a business loan or another person invests capital to fund the business. In order to obtain any business lending, the lender will need to review your business plan and assess the viability of your business when determining how much they can loan you. You may consider refinancing your property and obtaining an overdraft in order to start your business. We have several business and mortgage advisers that we regularly work with who may be able to help.

Terms & Conditions of Trade is an agreement you have with someone who is using your service. These are one of the first legal documents that you need when starting your own business. Before using your service they will agree to the specified terms in the agreement. This allows you to stay in control and will reduce any issues arising from clients who have engaged in your service. The agreement will record your fee estimate and how you charge for your services. More importantly, there are default provisions that you can enforce and charge interest if any of your customers fail to pay you for your services. If you have any questions feel free to call or email our office for further information, we also offer a fixed fee for some of our business services.

A Shareholder’s Agreement is an agreement between directors and/or shareholders (separate from a Constitution) setting out what happens concerning your interest in the business, such as;

• If you die, suffer total permanent disability or trauma, (i.e. how can you turn your interest in the business into money for your family).
• If your co-director dies or suffers incapacity, (i.e. will you end up working with somebody who can no longer perform their role, or will their spouse (as the inheritor under their Will) try to get involved, or can you force the deceased/incapacitated party to sell out and if so, for how much).
• If you want to exit the company, (i.e. when you wish to retire, is there an orderly process for this to happen at a fair price, or could “obstacles” be put in your way).
• What are shareholders' expectations concerning each entering into agreements with their spouses/relationship partners sorting out ahead of time what happens to shareholdings in the business if they split up?
• Who holds what insurance over which key personnel and if claimed, to whom would it be it paid?

There is no legal definition of a joint venture, nor statutory provisions to regulate them. Despite that, they are very common. A joint venture (often referred to as a “JV”) is a business mechanism whereby two entities or individuals contractually agree to achieve a goal together. Most joint ventures are usually incorporated and operate through a company structure and are only active for the period of time necessary to achieve the common goal.

An incorporated joint venture is where the parties involved create a limited liability company under which they jointly conduct their business activities. This is usually more favourable as it is then regulated by the Companies Act 1993. There will be a joint venture's agreement setting out expectations and rules. In addition, we would usually recommend a shareholder's agreement, controlling what happens if one or other party dies, retires and/or starts fighting with each other. 

Depending on your industry, you may require premises to conduct your business. This will usually be done through a standard lease agreement between the landlord and tenant. There are many factors that you need to consider when entering into a lease agreement, such as;

The term of the lease;

Rent reviews;

Right of renewals;

Subleasing;

A right to purchase the business;

Your service, is the only service to operate from the premise (i.e. if you are a digital marketing agency, you don’t want the landlord to lease another part of the building to another digital marketing agency).

A commercial lease can be a very complex document(s) that requires plenty of consideration prior to signing them. Please feel free to get one of our commercial lawyers to review your lease document.