Commercial and company law for owner-managed businesses

I’m a commercial solicitor for owner-managed and family companies, and this part of the site covers the legal work a business needs while you’re running it, which means the contracts it signs, the terms it trades on, how the owners deal with each other and how the company itself is structured. Buying or selling the business is a separate job, and that is dealt with under selling a business and buying a business.

My typical client is a business owner who knows their business well but needs a hand with the legal side, and who doesn’t have (or want) an in-house lawyer. They tend to turn over between £500,000 and £5m, and what they want from me is an answer to “what should my business do?” as well as an explanation of what the law says. I’m based in Leicester and act for businesses across England and Wales, usually by email and video call.

Contracts and the terms you trade on

I review contracts which someone else has written and explain what they mean for you before you sign. A contract review is a fixed £750 plus VAT and usually takes up to 10 business days, or sooner if it’s urgent. I also draft and negotiate commercial contracts from scratch, including supply and services agreements, distribution and agency agreements, software and SaaS contracts and IP licences.

Your own terms and conditions are the contract you’ll use more than any other, so it’s worth having them drafted properly, whether you sell to businesses, to consumers or through a website.

The company and the people who own it

A company is a separate legal person with its own rules, and anything which is done with its shares has to be done properly, as mistakes tend to cause problems later on, usually when you come to sell. My company law work covers new share classes (including alphabet shares), share buybacks, new articles of association and turning a sole trader or partnership into a limited company.

If there’s more than one owner, there should be a shareholders’ agreement, which deals with what happens if one of you leaves, dies, falls out with the others or wants to sell. Those are questions which most people would rather not think about at the start, but they are much easier to agree then than later. A standard agreement is £2,500 plus VAT. Joint ventures between two separate businesses need a different sort of document, and I do a small number of those each year.

Bigger structural changes come under restructuring, and the most common of those is inserting a holding company above the trading company. Your accountant gives the tax advice on that, and I deal with the legal steps and the documents.

Intellectual property and trade marks

The name, the logo, the software and the content of a business are often worth more than its equipment, and it’s quite common to find that the company doesn’t actually own them. I deal with intellectual property ownership, assignments and licences, and I register trade marks for a fixed £750 plus VAT plus the IPO’s fees, which covers one mark in one class.

Independent legal advice

If a bank or lender has told you that you need a solicitor’s certificate before it will accept your personal guarantee, what it’s asking for is independent legal advice. I do that by video call for £750 plus VAT per director and per loan.

What I don’t do

I don’t run disputes or court cases. If a contract has already gone wrong, or the shareholders are no longer able to talk to each other, I’ll read what you send me, work out which of my Nexa colleagues is the right person for it and introduce you. They then run the matter and quote their own fee.

I work alone on my own matters, so the person you speak to at the start is the person who does the work. I’m a consultant solicitor, and all of my legal work is carried out through Nexa Law Limited, which is authorised and regulated by the Solicitors Regulation Authority.

Fees and getting started

All of the work in this section is done on a fixed fee with a written scope, which is agreed before I start.

If what you need isn’t obviously on the list below, send me the details anyway and I’ll tell you either how I’d approach it or who you should speak to instead.