Articles

Buying a business in the UK is a significant investment and requires careful planning. It can appear to be a complicated process and a daunting prospect for prospective buyers.

If you have identified a company you wish to purchase, there are several factors to consider. For instance, will you undertake a share sale or an asset sale? In addition, are the business premises suitable for your needs?

Before you move forward with the transaction, undertake due diligence to determine:

• what are the business assets, who owns them and whether an asset purchase agreement is required;
• which employees you would like to keep, along with key terms in their employment contracts;
• the business’ tax liabilities; and
• which commercial contracts are essential for your business to continue.

You should also identify current or past disputes.

Whether you are a sole trader or a sophisticated legal entity, seeking specialist legal advice from business solicitors will aid the diligence process. A lawyer can help both the buyer and the seller identify critical terms and draft the sales agreement for both parties. In addition, specialist solicitors can step you through the entire process, including determining if the purchase price is reasonable.

LegalVision’s business sales and purchase lawyers have experience in all stages of buying a business, from due diligence to settlement. We have provided professional advice to thousands of business owners to ensure their business journey is low risk and successful. Our lawyers have funnelled this knowledge into articles on buying and selling a business to assist you on your journey.

When launching a new business, or building on an existing small business, it is crucial to have the most beneficial business structure. Your business structure can affect your:

• legal risk
• tax obligations;
• level of asset protection; and
• legal costs.

The most common business structures are unincorporated (sole trader or partnership) and incorporated businesses (private limited companies and limited liability partnerships).

Each business structure has its pros and cons. It is, therefore, essential to understand how they work. 

To assist you, LegalVision’s lawyers have drawn on their knowledge to write articles that will help make the right decision. We explain such topics as:

• personal liability
• legal structure
• limited liability companies
• sole proprietorship
• general partnership
• alternative business structures
• impact of business debts
• protecting personal assets
• protecting intellectual property
• shareholder agreements
• trusts

and more.

If you want to understand which legal entity will suit your new venture and support your business operations, our business structuring lawyers can help.

LegalVision’s commercial and business lawyers have a wide range of experience assisting business owners with identifying which company structure will best meet their needs.We have leveraged this knowledge to create a series of articles to further help you on your business journey.

As a business owner, you will manage many of your most important relationships through commercial contracts. Whether these relationships are with suppliers, manufacturers, employees, or marketers, it is vital to have a well-drafted contract to ensure a smooth relationship and reduce the risk of a future contract dispute.

A legally binding agreement will reduce your risk because it spells out both parties’ legal obligations should a particular situation arise. For instance, if one party wishes to terminate the agreement early. This way, if a breach or dispute occurs, your business contract stipulates your legal requirements.

LegalVision’s experienced commercial contract lawyers have provided legal advice to thousands of businesses of all sizes and across multiple industries. We ensure your business contracts reflect current law and protect your best interests. We can help your business with:

• commercial contracts;
• employment contracts and employment contract disputes;
• leasing and property contracts;
• franchise agreements, and more.

To assist you further, our lawyers have generated a series of articles on commercial contracts and contract law, including key contract terms, commercial arrangements, and how to manage contract disputes. 

As a business owner, you may need a physical property to lease to run your business. Or, you may own property that you want to lease to a business in England or Wales.

Regardless, you need a lease. A lease is a contract between the property owner (the landlord) and the person or business leasing the property (the lessee). The lease sets out the landlord and lessee’s rights and obligations. It should include such things as:

• maintenance and repair requirements;
• payment provisions; and 
• the length of the lease (term)

LegalVision’s lawyers have broad experience with leasing. To help you, they have written a series of articles on leasing and property, explaining common issues you may encounter, such as entering into or leaving a lease.

The Companies Act 2006 regulates companies in the United Kingdom, from their incorporation to their winding up. Companies have separate legal entities and are different from other business structures. For example, an incorporated business may be a limited liability company, limited liability partnership, or even a private limited company.

If you are a company director, you need to understand your corporate governance responsibilities under the Companies Act. These include:

• avoiding conflicts of interest;
• acting in good faith at all times;
• exercising diligence and care; and
• not trading while insolvent.

If your company has shareholders, you will need to govern the relationship with clearly defined legal documents, such as a shareholders agreement.

​A shareholders agreement steps out the relationship between shareholders and your company. It outlines both shareholder and directors rights and responsibilities, including:

• dispute resolution;
• issuing shares;
• share sale;
• share vesting;
• meeting requirements; and 
• company sale.

LegalVision’s lawyers have a wide range of experience helping companies meet their corporate governance obligations. To help you implement and manage your ongoing responsibilities and manage your risk, we have written a series of articles to help you further.

If you are running a business in England or Wales, you must comply with European General Data Protection Regulation (GDPR) laws. These laws are the strictest privacy and security laws globally. They impose a compliance burden on all businesses to protect customer and client personal information and ensure it is appropriately collected and managed.

It is, therefore, essential that you understand your privacy obligations, especially when handling data. During everyday business, you no doubt collect new information. You need to know how to meet your legal duties while managing and storing this data, especially personal information.

Non-compliance with GDPR laws can result in significant penalties. The maximum fine is €20 million or 4% of global revenue (whichever is higher). In addition, third parties may wish to seek damages compensation.

Whether you are a global corporation or a new startup, data and privacy protection must be central to your business strategy. Therefore, you will need policies and processes in place.

LegalVision’s Data, Privacy and IT lawyers have significant experience assisting businesses with managing their privacy obligations. To help you further, we share our knowledge in articles on privacy fundamentals and obligations.

When you are busy establishing and running your UK business, the last thing you need is the stress, cost, and distraction of a commercial dispute. Unfortunately, disputes are common, whether they arise with a supplier, an employee, customer, or business partner.

Should you find yourself in this position, try to resolve the dispute before it reaches court and requires litigation, which could prove expensive. 

A great substitute to court is alternative dispute resolution. It involves mediation, conciliation and arbitration to help all the parties find a commercial solution. For issues such as customer complaints, you may prefer to try your internal dispute resolution process first.

Should you find yourself facing a dispute, LegalVision’s Disputes and Litigation team will help you resolve it quickly. Better still, while it is still in the early stage, so you can focus on your business’ future growth and success. Our experienced team shares their broad knowledge through a series of articles that will help you understand the disputes process. 

The internet is an integral to any business’ growth strategy. If you are running a business in England or Wales, you are undoubtedly using the internet to market your products and services, promote your business or manage an online store. 

However, as a business owner, you must be aware of e-commerce and internet law to ensure you understand your legal rights and obligations. These obligations apply whether you operate an online business or use e-commerce to supplement your bricks and mortar business.

LegalVision’s IT and online lawyers have a wide range of experience helping developers, digital agencies, service providers, app developers and thousands of other businesses navigate IT, data and privacy law. 

To help you further, they have written a series of articles on issues you should be aware of, breaking down complex topics into simple, plain English. 

As your English or Welsh business grows, you will undoubtedly be looking to recruit new employees or contractors to assist you. If you want a successful, long-term relationship with your team, it helps to define the relationship with a well-drafted employment contract. It is also important to understand employment law and how it relates to you as an employer, your employees and contractors.

While many employer-employee relationships are constructive, managing a team can be complicated and, at times, highly emotional – especially if your business needs to manage a performance issue or terminate employment.

It is also essential to ensure you pay your employee the correct amount to avoid a wage underpayment scandal. To this end, you must be familiar with the National Minimum Wage for workers up to age 25 and the National UK Living Wage for employees older than 25. 

Ensure the correct salary is in the employment contract. You should also provide an employment contract that:

• reflects relevant legislation;
• protects your business with non-solicitation, non-interference and non-compete clauses; and
• clearly defines termination of employment, identifying the circumstances leading to employment ending.

LegalVision’s employment lawyers have helped thousands of businesses with employment matters. To help you further, they have written a series of articles to help you understand your employment law obligations.

If you want to grow your business organically, one option is establishing a franchise. Franchising is increasingly popular in England and Wales and suitable for businesses from a wide range of industries, from food to fashion, professional services and real estate. As a result, many business owners from these industries expand their business by turning it into a franchise.

Essentially, a franchise is when you assign a franchisee the right to distribute and market your goods or services under your brand. Nonetheless, becoming a franchisor is a big decision – much like buying a business. Therefore, it is essential to undertake due diligence to understand your obligations and rights.

LegalVision’s experienced franchise lawyers can assist you with turning your business into a franchise or buying into a franchise business. Our lawyers have also used their knowledge to write a series of franchising articles to help you understand the essentials.

As a business owner, you may have a unique brand, product or service that you wish to prevent competitors from copying or misusing. Anything you have created, written, designed or invented is known as your intellectual property (IP) and is worth protecting.

IP can be tangible, such as a physical product you can hold, or intangible because it is a product of your mind. Regardless, it is still an asset that belongs to its creator and can be leased, sold, or transferred. Depending on what needs protecting, you may require a trade mark or a patent. It is also worth having clearly-defined employment and confidentiality agreements to protect your IP should an employee, partner or supplier leave your business.

LegalVision’s IP lawyers and attorneys have helped numerous businesses manage the complicated trade mark registration and patent process from beginning to end. To help you further, they share their knowledge in articles that explain the main steps in plain English.

Every business in England and Wales must comply with government laws and regulations to ensure their customers and service providers are treated fairly. Regulation applies regardless of which industry you work in, from primary industries to professional services.

For this reason, it is essential to familiarise yourself with which regulations apply to both your business and your industry. Nonetheless, understanding your compliance obligations can be challenging. They can also impact your business activities. For example, regulation can influence how you:

• interact with competitors; 
• promote and package your products; and 
• whether you need business licences. 

As a business manager, you will need to manage your compliance risk daily. Risk management includes staying across changes to the law and how they impact your compliance obligations.

LegalVision’s Regulatory and Compliance team have helped thousands of businesses manage their business compliance while achieving their commercial goals. To help you further, our lawyers have written a series of articles on regulatory and compliance requirements. 

If you have launched a startup, you are no doubt aware of the planning and attention to detail you must undertake. However, while launching your new products and services is exciting, it is also important to establish a strong legal foundation; it will reduce your risks and increase your chances of success.

First, consider which business structure best meets your needs and provides the best tax advantages. Then, if you have shareholders, put a shareholders agreement in place, setting out how the business will run. 

If your startup needs external investment to drive growth, consider raising funds through venture capital, angel investors, friends or family. You can also consider employee share option plans to help attract and retain top talent, especially if you cannot afford to pay market rates. Importantly, protect your interests with appropriately drafted legal documents such as a term sheet and a share subscription agreement.

LegalVision originated as a startup, so we understand how to help your English or Welsh startup overcome legal barriers to growth. To help you further, our lawyers have written a series of articles about the startup process.