Do I need terms and conditions for my business?
Properly drafted terms and conditions will provide clarity and help avoid costly disputes. They will help protect your business, ensure you comply with the law and prevent miscommunication with your customers. Whilst there are certain terms that are common from one business to another it is important to ensure that your terms properly reflect your business.
How do I buy a care home?
There is a lot to consider when buying a care home. Firstly, are you buying the existing company (i.e. the shares of the company through which the home is operated) or the business of that company? This is a fundamental question as it affects much of what follows. The care home will be an ongoing business and the apportionment of costs/liabilities/income etc. both before and after the purchase is completed will be affected. There are also regulatory considerations that must be borne in mind.
What are articles of association?
The articles of association are the basis of a company’s constitution regulating its operations. It is possible to adopt standardised model articles but it is important to consider your requirements as the articles can be amended to suit once they are properly understood. We can help you consider the options and tailor your company’s constitution.
Do I need a solicitor to register a limited company?
It is not essential that you engage a solicitor but certainly advisable that you do. There are a number of different kinds of limited company and it may be that an alternative structure such as a Limited Liability Partnership is more appropriate. There are considerations that if not addressed correctly at the outset can have a significant impact later. Sound professional advice can help you deal with such issues properly and tailor the company to your specific circumstances.
What licence do I need to run a pub?
You are going to need a premises licence in order to provide any of the following licensable activities:
- The sale of alcohol
- The provision of regulated entertainment
- The provision of late night refreshment
We can apply for a premises licence on your behalf and guide you through the complex application process as well as arrange to advertise your application in a local newspaper as required.
What do I need to do to get a licence?
You will need to complete a premises licence application form and submit it to the relevant Licensing Authority (and relevant authorities) together with a scale plan for the premises. If you intend to sell alcohol then you will need to nominate a Designated Premises Supervisor (DPS) on the application. The DPS will need to provide a consent form (the DPS also needs to hold a personal licence) and you will also need to submit the relevant fee with the application.
After you have put your application in you'll need to:
- place a public notice on your premises to allow for 28 days’ consultation
- place the same public notice in a local newspaper within ten working days of submitting the application
There will be a 28-day consultation period which allows consultees and members of the public time to consider your application, and raise any concerns under the licensing objectives. Once this period has expired without any representations having been made, your premises licence will be granted.
A hearing must be held if any representations are made in respect of the application. If a hearing is held it can result in the licence:
- being granted
- being granted subject to additional conditions
- have licensable activities listed in the application be excluded
- being rejected
A premises licence lasts for an unlimited time unless the licence is revoked, suspended or surrendered.
I want to buy a pub what should I do?
Buying a pub can be a hugely nerve-wracking experience with many aspects to cover before you get your name above the door.
The first step is to decide whether it is in fact the life for you. It is important also to research, plan and adapt your business strategy. Decide how you want to own the business and consider the following options:
- Take a tenancy for a number of years tied to a brewery - this business will not be your own
- Take a lease for a longer period of time which will allow you to have more control
- Purchase the freehold where every aspect of the business is yours outright.
Regardless of which option you choose, all businesses need supply chains to succeed and you must consider the costs of purchasing stock, products and equipment, including leasing of any third-party items. It may be that you want to continue with existing suppliers but also consider the opportunities available with new suppliers and the benefits of signing up to new agreements.
Licensing is an important aspect of any public house business purchase. It is important that you transfer any premises licence into your name or someone of your choosing. A premises supervisor will be responsible for ensuring that the conditions of the premises licence are complied with at all times. The premises licence will determine what, when, and how you will be able to carry out activities in the business, varying from service of alcohol and food through to opening hours and even entertainment allowed in your pub. You should consider if the existing premises licence fits with your strategy and whether any applications need to be made to vary the licence such as extending opening hours.
I have fallen out with my business partner what should I do?
Sometimes, perhaps through nobody’s fault, business relationships reach a natural conclusion. When this happens, it is important that all parties continue to communicate effectively to ensure that the value they have created in the business is not lost.
Engaging in sensible discussions at an early stage will allow both parties to go their separate ways, whilst retaining as much value as possible in their respective businesses. Early resolution, perhaps through mediation or without prejudice discussions, can allow the business to be carefully and fairly divided up, or for one party to exit the business with an appropriate amount of compensation.
In these circumstances mediation is a particularly effective tool, allowing all parties to resolve their issues and go their separate ways without destroying the value in the business.
How do I proceed if one of my directors is running a secret company?
Directors of companies have specific duties to the company (known as fiduciary duties), which oblige them to act in the best interests of the company, even if those interests conflict with their own personal interests.
Sometimes directors try to syphon parts of the business off into their own companies, so that they can retain the profit for themselves. If you become aware of a director doing this it is important to challenge the behaviour as soon as possible to avoid any suggestion that you have accepted it by conduct. Recovering loss for the company is more difficult than preventing it occurring in the first place. If you become aware of any activity like this, it is important to seek legal advice as soon as possible so that you can assess your options.
Generally speaking, there are far more options open to you at an early stage of a dispute than later on, when positions have become entrenched, or serious damage has already been done to the business.
I think my business partner is using the partnership accounts wrongly, what should I do?
What each partner is entitled to do in a partnership is defined by the partnership agreement, or the conduct of the parties established over a period of time, or a combination of both.
If you have discovered that your partner is in breach of their duties under your agreement you need to act swiftly to ensure that irrecoverable damage is not caused to the business.
If, for instance, a partner is taking money from the partnership account for their own ends, as well as depriving you of the potential benefit of that money, your partner may also be failing to pay debts to your suppliers, which in turn could leave you personally liable for the debts of the business.
In these circumstances it is important to get advice quickly on your options, hopefully before any serious damage is done to the business.