Breach Of Warranties In A Sale And Purchase Agreement – Where Do I Stand And What Are The Consequences?
Warranties are commonly found in a range of commercial agreements including within share purchase agreements (“SPAs”) and are one type of legal protection that a buyer may require to be included in an SPA. The essential reason for this is that in the absence of suitable warranties, any buyer may have little remedy in law…
Acquiring The Right Business
You might be thinking about acquiring a new business to increase your current portfolio, diversify or increase efficiency of your current business. Whatever the reason, it is essential that you carry out the appropriate due diligence to ensure the business is right for you and to ensure that the business will match your expectations particularly…
HR Considerations When Buying or Selling a Care Home
Staff are usually the most important asset in a successful business, however when it comes to the transfer of a company to a new owner employees can become an afterthought resulting in costly litigation. In this article we will be looking at the legal obligations on the buyer and seller towards staff. Q1) What is…
Employee Ownership Trust
What is an Employee Ownership Trust? An Employee ownership trust in short, is a business held on trust for the benefit of its employees. John Lewis Partnership is one of the most notably successful Employee Ownership trusts in the U.K with its employees owning 100% of the business. The word ‘trust’ is particularly significant when…
Ison Harrison Boosted By Growth Of Commercial Division
Press Release – September 2021 Ison Harrison, The Yorkshire Law Firm, is continuing to expand its commercial services offering following significant revenue growth. Over the past two years, the corporate and commercial division of Leeds headquartered firm Ison Harrison has seen revenue boosted in commercial services by 51% in the last 2 years resulting in…
The 7 Furlough Facts That Every Employer Should Know
With the ever changing rules around furlough, it is imperative that employers have the right information if they have, or intend to, use the Coronavirus Job Retention Scheme (CJRS), otherwise referred to as the Government’s furlough scheme. In brief, the CJRS/furlough scheme is a Government grant to employers that have staff which are unable to…
New Employment Specialist Strengthens Corporate Team at Ison Harrison
Press Release – Issued 10th March 2021 Yorkshire law firm Ison Harrison has appointed a new senior solicitor to its corporate law division. Corporate employment expert Ben Palmer will be based at Ison Harrison’s Leeds City Centre office. He joins Ison Harrison’s expanding regional team having previously been head of the employment division at Oakwood…
Legally Speaking Webinar: How to Grow Your Business Through Talented Staff
We are delighted to announce that the first of our free Legally Speaking webinars will take place on Wednesday 13th January 10.30am – 11.30am. Partnering with some genuinely talented speakers Emma Easton, Anna Masheter and Nick Green and lead by Richard Coulthard, Partner and Head of Corporate at Ison Harrison, this event is aimed at ambitious and growing businesses…
An Important Ruling on COVID-19 Business Interruption Insurance
A high court judgement relating to business interruption insurance in the wake of the COVID-19 pandemic, could prove to be a lifeline to thousands of small businesses in the UK. However, much uncertainty remains following the verdict and there is a possibility of further court proceedings. Eight high profile insurance companies were taken to court…
What happens if business owners have a fall out?
No matter what type of business you run it is sometimes unavoidable to become involved in disputes between owners. Disputes may have a detrimental effect on the business, therefore it is important to get these resolved as quickly and efficiently as possible. Disputes between owners arise often because one owner or a group of owners…
How To Sell Your Business Quickly Post COVID-19
Sellers should be aware that preparation required for a business sale, post COVID-19, may look different to what has been the norm over recent years. Nonetheless, our corporate team have extensive experience in advising business owners in all aspects of the sale of a business from preparation all the way through to completion. Firstly, you…
The Corporate Insolvency and Governance Act 2020
On 25 June 2020 the Corporate Insolvency and Governance Act received royal assent and came into immediate force. The Act introduces temporary changes which the Government has advised seek to ‘relieve the burden on business during the coronavirus outbreak.’ It also introduces permanent reforms to English insolvency and restructuring law. Temporary changes: Easements for Annual…
How To Get The Legal Structure Of Your Property Investment Right
Property is becoming increasingly popular as an accessible and lucrative form of investment. But many people underestimate the importance of the legal side of property investment, and this can lead to your property portfolio not growing as it should, or it becoming a damaging financial burden. This is usually because your investments are not structured…
Is NOW the time to restructure your Business?
Covid-19 is an unprecedented risk to health, but also to the economy and businesses. Understandably therefore many business owners are anxious about what the future holds. However, what we are already seeing is that many businesses are finding ways to adapt, to diversify, to thrive in these challenging times. It is said that ‘necessity is…
5 Top Tips for Disaster Planning for Business Owners
Given the current economic climate and issues arising due to Coronavirus, I thought it would be useful to give an overview of the kind of protection all business owners should have in place. I am not going to focus on the various reliefs and assistance being offered by the Government in light of the current…
IR35 Explained
IR35 legislation came into force as part of the Finance Act in April 2020. It was combined with the Income Tax Act 2003 and the Statutory Instrument Social Security Contributions Regulations 2020. This legislation is referred to as IR35. IR35 relates to anti-avoidance taxi legislation. The legislation tackles the issues of deemed or disguised employment. This…
Business Planning 2020
As 2019 draws to a close, we are not just seeing out the year, but also seeing out the decade. Looking back to where the economy was 10 years ago, we were in the midst of the recession. Fast forward 10 years and we still seem to face a period of political and economic uncertainty….
HMRC and TV: BBC Presenter Loses IR35 Appeal
The ongoing battle between HMRC and TV presenters: Another BBC presenter loses their IR35 appeal HMRC has once again won against a BBC presenter in their crack down on the IR35 rules. Many will remember the media frenzy earlier this year surrounding Lorraine Kelly’s tax appeal against HMRC. HMRC had brought a case against Lorraine…
The New IR35 Rules: What You Need To Know
What is IR35? IR35 refers to a set of legislation that aims to tackle the issue of ‘deemed (or disguised) employment’. This is where organisations hire workers on a self-employed basis, through an intermediary (often a limited company) rather than an employment contract, when in practice they are employees. Hiring workers in this way saved…
How Could a Community Interest Company Meet Your Enterprise Needs?
What is it? A community interest company (CIC) is a non-charitable limited company set up with the purpose of benefiting a community or pursuing a social purpose. This differs to a regular limited company which is set up with the purpose of making a profit for shareholders. They differ to charities as charities are considered…
GDPR: A Stark Warning
When the General Data Protection Regulation (GDPR) came into force on May 25, 2018, many businesses did not feel ready for the changes and there was panic about the enforcements that were going to ensue. 16 months on and we are now seeing the first ICO decisions made under the Data Protection Act 1998 and it…
Start Up Advice: Choosing A Business Name
How do I choose a business name? When choosing a business name it is important to consider what kind of business you are. A business name if successful can become a valuable asset; it can be included to balance sheets, mortgage to raise funds, and licensed to others to use it. Are you a creative…
Avoiding Nasty Surprises and Unexpected Costs in Business – Free Seminar
We are delighted to announce we are holding a free business seminar providing practical, strategic and legal advice for business owners. The focus of this seminar will be on legal and practical business issues which are often overlooked by business owners and can cost substantial sums of money to rectify. Taking place on Wednesday 18th September…
Whatever Happened to GDPR?
The 25th May 2018 was dubbed as ‘D-Day’ or more accurately ‘DPA Day’ as the most profound changes to Data Protection laws in the last 20 years were enacted. In advance of the deadline, and even after the deadline, many businesses were panicking about compliance, attempting to put into place Privacy Notices, procedures and trying…
A Useful Guide for How To Prepare a Business for Sale
At Ison Harrison Solicitors we regularly advise business owners on selling their businesses. Selling a business is however a complex process which requires planning, potentially many years before you intend to exit a business. With proper planning, business owners can maximise the value that they achieve from the sale of a business. What are you…
Why Do I Need a Shareholders Agreement?
Solicitors are often asked by business owners ‘Why do I need a shareholders agreement?’ or ‘Do I really need a partnership agreement?’ The problem we see time and again is the fall out, and expense, which occurs when parties do not properly document the relationship between the owners. If proper agreements are not in place then…
Commercial Lease Break Clauses – What You Need to Know
There are many reasons why a tenant may wish to exercise a break clause in a commercial lease agreement. You may have grown unsure about the location, you may have run into financial difficulties or you may have found that your business is not suited to the premises. Whatever the reason, expert advice is a…
Starting a New Business in 2018? Here’s Some Useful Legal Advice…
It is unlikely that you will wake up on January 1st and suddenly decide to start a business. This is probably something you have been thinking about for a long time, it may even be a lifelong dream or an itch you just have to scratch. Whatever your motivation, starting a business requires a lot…
A Solicitor’s Advice for Buying or Selling Your Business
Buying or selling your business could be one of the most important things you ever do. Whatever your reasons, it could be a life-changing decision. It can be a stressful and anxious time. A trusted solicitor is there to take the weight off your shoulders in this process, by providing diligent and efficient paperwork, good…
A Starring Role for Leeds in the new Business and Property Court
From June, specialist civil courts are to be known as the “Business and Property Courts of England and Wales”. An umbrella name for specialist business courts, it will incorporate the High Court’s specialist work, namely: The Commercial Court (dealing with cases such as contract/ business disputes); The Technology and Construction Court; and The Chancery Division…
Changes to Insolvency Practice for 2017
The new year is bringing with it a new set of rules for Insolvency Practitioners. Jonathan Finn, a Solicitor within our Company and Commercial department, provides a timely reminder of the upcoming changes. What is the background? The new Insolvency Rules, which come into force on 6 April of this year, replace the Insolvency Rules…
Execution of Documents: Electronic Signatures
It is common practice for solicitors to send documents to their clients by e-mail in order for their clients to be able to print off, sign and return the document in order for it to be executed and formally authorised by their client. With day to day business activities and market practices becoming increasingly adaptive…
NHS Contract Reform: Is the die cast?
The Department of Health has recently published what it calls its “prototype approach” i.e. a more advanced stage of testing of a new possible NHS Dental Contract. As an overview the prototype is supposed to be a blend of capitation, quality and activity payments. Path to Date According to the Department of Health the principles…
Automatic pension enrolment: key facts
This business development briefing just provides an overview of the law in this area. You should talk to us for a complete understanding of how it may affect your particular circumstances. This business development briefing explains the obligations that the automatic pension enrolment requirements place on a business. What is auto-enrolment? From a date after…
Forming a Company? Choice of Company Name
If you are thinking of forming a limited company or incorporating your business some new Regulations may help when it comes to choosing your company name. Under existing Regulations the use of certain “sensitive” words requires the approval of the Secretary of State and other bodies. Such approval is required if a word in a…
Entrepreneurs’ relief: business development briefing
This business development briefing just provides an overview of the law in this area. You should talk to a lawyer for a complete understanding of how it may affect your particular circumstances. This business development briefing highlights the key features of entrepreneurs’ relief. What is entrepreneurs’ relief? Entrepreneurs’ relief is a relief from capital gains…
Naming Rights to Sports Stadiums: the key legal issues
Match Day ticket sales increasingly constitute a smaller part of a sports club’s income. Attracting commercial income is now a key priority. As such clubs are looking to sell naming rights to the very ground they use as a key income generation tool. Set out below is a note explaining what is likely to be…
Non-competition clauses – do they work?
Traditionally the Courts have been reluctant to enforce these types of clauses giving more preferential treatment to non-solicitation and non-dealing clauses. However the case of Merlin Financial Consultants Ltd V Cooper seems to show the Courts changing their stance particularly in circumstances where the covenants are contained in a business sale agreement and/or there is…
Company’s confusion over the term ‘director’ proves costly
This can lead to confusion because genuine directors have specific duties in law which do not necessarily apply to employees acting in a managerial role. It is possible for managers to be seen as de facto directors – that is, they effectively become directors with all the associated duties because they exercise certain levels of…
Firm makes employee spend 12 months on garden leave
The issue arose when the employee said he was resigning after working for the company as an investment adviser for 14 years. During that time, he had built up a list of valuable contacts. The company feared that he would take those contacts to one of its competitors and invoked a clause in his contract…
Deregulation Bill ‘to benefit office and shop based companies’
The main beneficiaries are expected to be office and shop based companies. The Bill will lead to the amendment or repeal of 182 pieces of legislation, with the aim of reducing the time and money spent by businesses on unnecessary admin and regulations. Some of the key changes are: The scrapping of health and safety…
Plans to make company directors more accountable for failings
It also wants to improve company transparency to make it easier to work out who really owns and controls companies in the UK. The proposals were put forward by Business Secretary Vince Cable in a discussion paper entitled, Transparency and Trust. The first section of the paper sets out how the Government will implement its…
Firm stops employee revealing confidential information
The court heard that the employee had been unhappy at the firm for some time before she finally handed in her notice. During her employment she had sent confidential documents to her personal email account, which she refused to return after her resignation. The court held that there was an obligation in the employee’s contract…
‘Idiot’ celebrity chef loses claim based on oral contract
As is often the case with oral contracts, the details of what was agreed were hotly disputed by the two sides. Mr White said he had entered into an agreement with the two businessmen to run a restaurant. He was to receive a 38% shareholding in return for the use of his name in relation…
Company law amended to boost direct employee ownership
UK employee owned companies have a turnover of £30bn a year and employ more than 130,000 people. Ministers say these firms are more productive, profitable and more resilient to economic shocks than other businesses. The new rules mean that a company with employee ownership that issues shares directly to its employees will find it easier…
New code will cut ‘unnecessary’ health and safety checks
The Health and Safety Executive’s statutory National Enforcement Code for local authorities will instead shift the emphasis to a more targeted approach. Councils will now be required to concentrate on higher risk activities in specified sectors, or where there is reason to suspect that workplaces are putting employees or the public at risk. Ministers say…
Queen’s Speech will have an impact on businesses
The Queen outlined a raft of new Bills which the Government is introducing to strengthen the economy and reduce Britains deficit. The Immigration Bill is intended to reform immigration law so that Britain “attracts people who will contribute and deter those who will not”. The Bill will bring landlords into the fight against illegal immigration…
Company wins compensation from council for loss of business
The case arose after the arcade owners became concerned about the structural integrity of the pier and commissioned a survey. It then provided a copy of the survey to the local authority in the hope that it would tell the owner of the pier to carry out repairs. The council responded by giving notice that…
Company stops former employee soliciting its clients
The case involved an employee who had been a senior manager and associate director of the company. In October 2012, he was told that he was no longer a senior manager but could continue as an associate director. He would keep his salary and receive an enhanced employer pension contribution rate of 4%. He found…
Fall in property prices foreseeable so consultants liable for damages
The case involved a farmer who obtained planning permission to build houses on a field next to an A road in 2006. He engaged a firm of consultants to design a service road and drainage system which would meet with local authority approval. It was a requirement of the contract that the work should be…