We offer general corporate advice and support to companies of all sizes from start ups to international conglomerates as well as individuals, partnerships and other organisations engaged in a variety of industries.
We strive to ensure that our clients’ interests are fully protected, expectations managed and solutions to problems are found and presented. No matter the size of transaction the quality of our services remains consistently good. We also specialise on providing complex solutions to clients utilising our unique backgrounds, thereby, each client receives not a piece meal result but a comprehensive response that covers various areas.
In particular, we offer the following services:
- Share and asset acquisitions and disposals, reconstructions and buy backs;
- Conducting due diligence in connection with various commercial transactions;
- Advising on all forms of joint venture and strategic alliances; and
- Advising on corporate and venture financing.
We also provide comprehensive advice on a wide range of agreements that are necessary for the day-to-day operation of our clients’ businesses, including:
- Standard terms and conditions;
- Agency, distribution and franchise agreements;
- Manufacture, supply and service agreements; and
- Partnership agreements.
Frequently Asked Questions
- What standard corporate documents is my company required to have by law?
Memorandum and Articles of Association, Register of Directors and Register of Shareholders, Share Certificates and Minutes of the meetings of Directors and Shareholders.
- What other documents should I have to protect my interests?
Shareholders Agreement which will protect your interests as a shareholder of the company. Share Purchase Agreement if you are buying or selling shares.
- Why and when do I need a shareholders agreement?
If the company has more than 1 shareholder, than you should give serious consideration to putting a shareholders agreement in place. This agreement between the shareholders helps protect the investment in the company by managing the relationships between various parties within and by setting out the procedures by which the shareholdings are to be managed and controlled.
The agreement will also set out how disputes between shareholders are to be resolved; how a sale or part sale of the shares shall take place; what is to happen on the death, bankruptcy or incapacity of a shareholder; and how the company is to be managed and operated.
- How does it protect my interests?
As opposed to Articles and Memorandum of Association, Shareholders agreement is not a one-size-fit all solution. Although Articles and Memorandum can be tailored to a certain degree, they remain a public documents, available for inspection, thereby any tailored information you include in them will be seem by anyone who checks. Shareholders Agreement is not filed with any governmental agency and therefore, remains completely private, yet binding, document between the parties.
- What happens if there is no shareholders agreement?
As specified above, lack of shareholders agreement does not mean that you, as a shareholder, are not protected. However, you may be unprotected in certain situations, in particular, where you are a minority shareholder.
- Why do I need to seek your advice when there are a number of draft shareholders agreements online?
As stated above, the Shareholders Agreement is a highly personalised document, tailored to your particular company and your particular situation. Therefore, it would be impossible to achieve full protection of your interests using a simple template off the internet. We would be able to discuss all aspects of your shareholdings and all possible risks that may be associated with your involvement with the company and thereby, create a document that will offer you the fullest degree of protection.
- How long does it take to draft a Shareholders Agreement?
The drafting phase takes approximately 1-2 weeks. However, you should also keep in mind that there may be a negotiations phase involved, in which other shareholders and their solicitors will/may be participating. This phase may last from 1-2 weeks to 1-2 months, depending on the speed with which all parties respond to various queries.
- How much do your services cost?
Drafting and negotiation of a Shareholders Agreement costs £5,000, this will also include participating in negotiations. However, if there are lengthy negotiations involved then we would charge for our services on an hourly fee basis, in which event you will be informed ahead of time.