Legal guides and articles for business owners
Practical guides to the law that affects business owners and their families, and articles by our solicitors.
Articles
How to choose a solicitor for your business
Choosing a solicitor is difficult because you are buying judgement you cannot see until the work is under way.
Three legal documents every business owner should have
Some of the most difficult situations a business owner can face are easier to deal with if the right document is already in place.
Four questions to answer before you call a solicitor
Legal advice is more useful when your solicitor knows what you are trying to achieve.
How to control the cost of legal advice for your business
Legal advice is hard to judge on value if you buy it only occasionally.
Guides
Commercial and corporate
Articles of association vs shareholders' agreement
Articles of association vs a shareholders' agreement: the differences, which prevails when they conflict, who each binds, and how to stop the two contradicting.
02Cross-option agreements for shareholder protection insurance
Why shareholder protection policies need a cross-option agreement, how it preserves inheritance tax business relief, valuation, trusts and what can go wrong.
03How a management buyout (MBO) of a private company works
How a management buyout is structured and funded, what the share purchase agreement does, the financial assistance rules, and who needs separate advice.
04The legal process of selling your business and how to prepare
How to prepare a business for sale, what buyers check, how warranties and disclosure limit your risk, and the tax points owners should know before selling.
05The legal steps in buying a business from offer to completion
Share or asset purchase, due diligence, warranties and indemnities, TUPE, stamp duty and VAT: the legal steps in buying a small or medium-sized business.
06What a franchise agreement contains and what to check
What a UK franchise agreement contains, the BFA code, the competition law limits on non-compete and pricing clauses, and what to check before signing.
07What a partnership or LLP agreement should cover
What happens without a partnership agreement, how LLPs differ, and the terms on profits, decisions, leaving, death and disputes that partners should agree.
08What a personal guarantee means for directors and guarantors
What a personal guarantee commits you to, how lenders enforce them, what you can negotiate, legal advice for spouses and partners, and how to be released.
09What an engaging business must do under IR35 on contractor status
Employee, worker and self-employed status, the separate off-payroll tax test, which clients it reaches, the status determination statement and the contract.
10What drives the legal fees when you sell a business
What legal work on a business sale involves, the six things that decide the fee, share sales against asset sales, and how to keep the cost down.
11What to include in a shareholder agreement
What a shareholder agreement covers, how it works with your articles, and the clauses on decisions, leavers, deadlock and death that protect company owners.
12What to include in heads of terms and which parts are binding
What heads of terms do on a sale, lease or investment, what to include, why subject to contract matters, which clauses bind, and how heads bind by accident.
13What to include in terms of business and commercial contracts
The clauses your terms of business need, how far you can lawfully limit liability, charging interest on late payment, and making sure your terms apply.
14When you need an NDA and what it should include
When a business needs a non-disclosure agreement, the clauses that decide whether it protects you, what it cannot stop, and what to check before you sign one.
Disputes and judicial review
How professional negligence claims work and the time limits
Claims against accountants, solicitors, surveyors and other advisers: the standard of care, proving loss, the pre-action protocol, limitation and adjudication.
02How to challenge a public body's decision by judicial review
How a business can challenge a public body's decision by judicial review: grounds, time limits, the pre-action letter, permission, costs and remedies.
03How to claim late payment interest at the 8% statutory rate
Statutory interest at 8% over base rate on late business invoices, the £40 to £100 fixed compensation, the 30 and 60 day rules, and a worked calculation.
04How to recover an unpaid business debt
Recovering an unpaid invoice in England and Wales: statutory interest and compensation, letters before action, court claims, enforcement and statutory demands.
05How to resolve a commercial dispute with another business
What to do when a dispute with a customer or supplier starts: time limits, pre-action letters, mediation, arbitration, court claims and who pays the costs.
06How to resolve a shareholder dispute in a private company
Shareholder disputes in private companies: your rights under the articles and the Companies Act, removing a director, deadlock, buy-outs and court petitions.
07How to serve a winding up petition and what to do if served
Using a winding-up petition to collect a company debt over £750, what it costs, why a disputed debt is dangerous, and what to do if your company receives one.
08Your rights, remedies and time limits for breach of contract
What counts as a breach of contract, when you can walk away, how damages are worked out, the six-year limit, and the steps the court expects before a claim.
Property
Assigning a commercial lease and getting the landlord's consent
How to assign a commercial lease: the landlord's consent, the 1988 Act duties, authorised guarantee agreements, your liability afterwards, and registration.
02Break clauses in commercial leases and how to exercise them
How a break clause works, the conditions that defeat most breaks, serving the notice correctly, the rent paid in advance problem, and landlord break rights.
03Dilapidations and what a tenant owes at the end of a lease
Repairing covenants, schedules of dilapidations, the Dilapidations Protocol, the section 18 cap on damages, and how a tenant limits exposure.
04Easements, prescriptive rights of way and lost modern grant
Easement rights explained: express, implied, prescriptive rights of way, lost modern grant, Land Registry practice guide 52 and stopping a prescriptive right.
05How conveyancing works when you buy or sell a home
Buying or selling a home in England or Wales: each conveyancing stage, exchange and completion, current Stamp Duty Land Tax rates and leasehold checks.
06How rent reviews in commercial leases work and how to prepare
Open market and index-linked rent reviews, upwards-only clauses and the coming ban, assumptions and disregards, arbitration and how a tenant prepares.
07Licence to occupy or lease and how to tell which you have
The difference between a licence to occupy and a lease, why the label does not decide it, contracting out of the 1954 Act, and SDLT on each.
08Renewing a business lease under the Landlord and Tenant Act 1954
Renewing or ending a business tenancy under the 1954 Act: section 25 notices, section 26 requests, court deadlines, interim rent and compensation.
09What to check before you commit to buying commercial property
Buying business premises or investment property in England or Wales: title and planning checks, surveys, VAT, SDLT rates, finance and pension purchases.
10What to check in a commercial lease before you sign
What a business tenant should check in a commercial lease: rent review, service charge, repairs, assignment, break clauses, renewal rights and SDLT.
Wills, probate and private client
A realistic timeline for how long probate takes
A realistic probate timeline from death to distribution: valuing the estate, the tax account, the grant, the waiting periods and why some take over a year.
02Care home fees and how the means test treats your home
The capital limits for care home fees in England and Wales, when your home is disregarded, and why giving the house away is treated as deprivation of assets.
03Changing a will by codicil or new will and the effect of marriage
How to change a will: when a codicil works, when a new will is better, why marriage revokes a will, and why divorce does not revoke it.
04Choosing executors and what they take on
What an executor has to do, how many to appoint, whether a beneficiary can act, what professional executors charge, and how to remove one.
05Deeds of variation for a will or intestacy after a death
How a deed of variation, or post-death variation, redirects a will or intestacy within two years under section 142 IHTA 1984, and what happens after two years.
06Executors, pensions and inheritance tax deadlines from April 2027
From April 2027 personal representatives report and pay inheritance tax on unused pensions. The time limits, the two notices, and why the clock is the problem.
07Giving money away before you die and the seven year rule
How the seven year rule works, the £3,000 annual exemption, taper relief percentages, and why a gift with strings attached stays in your estate.
08Grant of probate or letters of administration and which you need
The three types of grant, who is entitled to apply and in what order, when no grant is needed, the fee, and what an executor can do before the grant.
09How executors pay beneficiaries of a will
How an executor pays beneficiaries: the order of payment, the executor's year, when money can be withheld, whether executors get paid, and estate accounts.
10How inheritance tax thresholds and bands work
The £325,000 nil rate band, the £175,000 residence band, how a couple reach £1 million, the £2 million taper and the reduced 36% charity rate.
11How lasting powers of attorney work and how to make one
The two types of lasting power of attorney, how to make and register one, the £92 fee, who can be an attorney or certificate provider, and deputyship.
12Inheritance tax and business relief for business owners from 2026
How business relief works from 6 April 2026: the £2.5 million allowance, 50% relief above it, spouse transfers, AIM shares, instalments and planning to do now.
13Inheritance tax on pensions after 75 and the income tax on top
From April 2027 a pension left by someone who dies at 75 or over can bear inheritance tax and income tax. How the two taxes interact, with worked figures.
14Life interest trusts in wills for the home and a second family
How a life interest will trust works: the life tenant and remaindermen, the inheritance tax treatment, the home, care fees and the drafting choices.
15Mirror wills, second marriages and the risk to your children
Why mirror wills are not mutual wills, what remarriage does to a will, how children of a first relationship lose out and the trust that fixes it.
16Pension expression of wish forms and your will after April 2027
Who gets your pension when you die, why an expression of wish form sits outside your will, and why the two need reading together from April 2027.
17Pensions and inheritance tax from April 2027
From 6 April 2027 unused pension funds and most death benefits count towards inheritance tax. What is caught, what is not, and what to review now.
18The two types of lasting power of attorney and when each is used
Financial affairs against health and welfare: what each LPA covers, when the attorney can act, life-sustaining treatment, registration and the fee.
19Types of trust, their tax and trustees' duties
What a trust is, the main types in England and Wales, why people use them, the ten-year and exit charges, Trust Registration Service rules and trustees' duties.
20What an executor has to do in probate, step by step
How probate works in England and Wales: when you need a grant, the £526 fee, inheritance tax forms and deadlines, paying debts and distributing the estate.
21What happens if you die without a will in England and Wales
The intestacy rules decide who inherits when there is no will: the £322,000 statutory legacy, what a spouse gets, and why unmarried partners receive nothing.
22What makes a will valid and what to put in it
How to make a valid will in England and Wales: signing and witnessing, executors, guardians, what happens without a will, and wills for business owners.
23When discretionary trusts in wills help and what they cost
What a discretionary will trust does, who it suits, the letter of wishes, the ten-year and exit charges, tax at trust rates and the disabled person's trust.
24Who can contest a will and the six-month deadline
The grounds for challenging a will, who can bring a claim for reasonable provision, the six-month time limit from the grant, and what a caveat does.
25Will my pension be subject to inheritance tax from April 2027?
Which pensions count for inheritance tax from April 2027: personal pots, drawdown, final salary, annuities, death in service and the state pension.
Employment
Employment law essentials for small business owners
The employment law small business owners in England and Wales need: status, contracts, pay, holiday, sick pay, discrimination, discipline and dismissal.
02Garden leave, notice periods and pay in lieu for employers
Garden leave explained for employers: how it works, garden leave vs pay in lieu (PILON), what Acas says, restrictive covenants and statutory notice periods.
03How employers can dismiss an employee fairly
Dismissing an employee fairly in England and Wales: the fair reasons, the qualifying period change in 2027, the Acas Code, notice and compensation limits.
04How employers can make restrictive covenants enforceable
How restrictive covenants in employment contracts work in England and Wales: non-competes, non-solicitation, what courts enforce and what to do about a breach.
05How to run a fair redundancy process as an employer
A redundancy process for employers in England and Wales: genuine reasons, pools, selection, consultation, alternative roles, notice and redundancy pay.
06Settlement agreements for employees
What a settlement agreement means for employees: the legal advice, who pays for it, how the money is taxed, references, negotiating the terms and timescales.
07Settlement agreements for employers and HR advisers
When to use a settlement agreement, how protected conversations work, what makes it valid, tax and National Insurance on the payments, and common mistakes.
08The employee handbook policies a small employer needs
What an employee handbook is for, why its policies should be non-contractual, the policies a small employer needs in 2026, and how to introduce and update it.
09Time limits and the last straw rule in constructive dismissal
Constructive dismissal explained: the legal test, the last straw doctrine, claims under 2 years' service, time limits, Acas early conciliation and resigning.
10What a protected conversation under section 111A covers
How a protected conversation works under section 111A of the Employment Rights Act 1996, the exceptions, and why improper behaviour removes the protection.
11What the Employment Rights Act 2025 means for employers
Employment Rights Act 2025 timeline for employers: what is in force, what starts in October 2026 and January 2027, what follows in 2027 and how to prepare.
12What the law requires when you hire your first employee
Taking on your first employee in England and Wales: status, right to work checks, PAYE, pensions, insurance, the written statement and the contract.
13What to check in an NHS settlement agreement before signing
Settlement agreements in the NHS: the pension question, Treasury approval, references, and the clauses that cannot stop you raising a concern.
14Zero-hours contracts, workers' rights and the 2027 changes
Zero-hours contracts for employers: the exclusivity ban, the rights that apply anyway, the 2025 Act's guaranteed hours rules, and the alternatives.
Insolvency
Bounce Back Loans and directors' personal liability
Bounce Back Loans had no personal guarantee. When a director still pays: misuse, preferences, wrongful trading, false applications and dissolved companies.
02Directors' duties when a company is in financial difficulty
How directors' duties change when a company is insolvent or close to it: the creditor duty, wrongful trading, transactions that can be reversed and what to do.
03Members' or creditors' voluntary liquidation and which applies
Members' voluntary liquidation for a solvent company, creditors' voluntary liquidation for an insolvent one: the declaration, the tax, the creditors, the cost.
04Options for a company in financial difficulty
The options for a company that cannot pay its debts: informal deals, HMRC payment plans, a moratorium, CVA, restructuring plan, administration and liquidation.
05Phoenix companies and buying a business back from a liquidator
How directors buy a failed company's business back lawfully: pre-packs, the evaluator's report, the five-year ban on the old name, and HMRC's powers.
06Striking off a company with form DS01 and dealing with objections
How to close a company with form DS01 online or by post, the conditions and fee, telling creditors, HMRC objections to strike off, and restoration.
07What you owe on an overdrawn director's loan account
An overdrawn director's loan account is a debt to the company: approval over £10,000, the section 455 charge, write-offs, unlawful dividends and the liquidator.
08When are company directors personally liable?
When a company director can be personally liable: guarantees, wrongful trading, misfeasance, preferences, loan accounts, disqualification and HMRC notices.
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