IBB's corporate and commercial law expert and partner, Adam Dowdney, writes on how to avoid legal errors or faux-pas. For advice on creating legal contracts and other documents such as: Articles of Association; Shareholders' Agreement; Loan Agreement; Joint Venture or Collaboration Agreement; Partnership Agreement. Contact IBB Solicitors https://www.ibblaw.co.uk/service/corporate-and-commercial Adam Dowdney, IBB Solicitors https://www.ibblaw.co.uk/people/adam-dowdney?view=microsite Business sales and purchases https://www.ibblaw.co.uk/service/corporate-and-commercial/acquisitions-mergers-and-disposals Corporate Restructuring and Insolvency https://www.ibblaw.co.uk/service/corporate-and-commercial/corporate-restructuring-and-insolvency Legal advice and assistance to franchisors, master franchisees and franchisees. https://www.ibblaw.co.uk/service/corporate-and-commercial/franchising Commercial contracts https://www.ibblaw.co.uk/service/corporate-and-commercial/commercial-contracts Creating or registering a business https://www.ibblaw.co.uk/service/corporate-and-commercial/setting-business

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businessmag.co.uk14 THE BUSINESS MAGAZINE – NOVEMBER 2017
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Shareholder and partnership agreements
Do make sure you have shareholders or partnership
agreements in place to protect your business. If you don’t
already, start having conversations and agreeing terms
with all other shareholders, when everyone is (hopefully)
getting along and circumstances are favourable.
Divorce, director fallouts and life-threatening accidents
may seem unlikely, but there are no guarantees. You
will want to ensure you avoid the worse-case scenario
of having to dissolve the business or fighting bitter legal
battles in court.
Terms and conditions
Don’t get caught out by not using terms and conditions
(T&Cs) for clients, customers and suppliers. Using robust
T&Cs for all transactions, will protect your business and
prevent it from getting involved in costly and timely
disagreements. Also make sure that your T&Cs are
properly incorporated in your business dealings, so they
can be relied upon.
Bricks and mortar
Before signing a lease on your office property, do make
sure you understand all the terms up-front, particularly
around what the landlord will require for repairs,
dilapidations and the terms of any break clause. Make
sure your business does not get tied into a long lease
without a break clause – it can be difficult and costly to
back out once you have signed on the dotted line.
Intellectual property
Do make sure you protect the intangible assets of
the business. Make sure the company’s copyright is
protected – this includes ownership of words and
images and affects all types and parts of the business. It
can range from your company’s website, blogs,
other marketing material, presentation documents,
photographs and films. Make sure that if you have used
an external consultant or supplier that you confirm legal
ownership in writing. Getting agreement over the phone
will not work – should you ever have to prove legal
rights.
Do make sure you get your trademarks registered. To
protect your trademark, you can go online and register
it with the UK Intellectual Property Office. Once you
have registered it you can put the ® symbol next to
the protected mark – this will go a long way to prevent
competitors trying to copy it or use something very
similar.
Your employees
Don’t forget to incentivise and reward employees who
make a great contribution to your business. Consider
setting up a company share option scheme as well as
giving regular bonuses (if deserved) – this could make
a big difference to retaining key staff for the future
development of your business. Do also make sure you
have robust and up-to-date restrictive covenants in all
employee contracts to ensure staff cannot take clients,
customers, data or any other company information
should they leave.
Focusing on the day-to-day matters of the business can be all consuming for SME owners and
entrepreneurs – as a result they could unwittingly make legal faux pas which have a knock-on effect
on the business months or, even, years down the line. Adam Dowdney, a partner in the corporate
and commercial department at IBB solicitors, provides some top tips for business owners looking to
safeguard and minimise the risks
Some tips for minimising potential
legal faux pas in everyday business
Adam Dowdney
01895 207264
adam.dowdney@ibblaw.co.uk
ibblaw.co.uk