Commercial Solicitors in Reading & Henley

Start-up and funding

From company structure to employment law, intellectual property, contracts and fundraising, our commercial team are experienced in helping businesses evolve and flourish.

Start-ups
We provide common sense, commercial and value-added legal advice to entrepreneurs, start-ups and early stage businesses. Our primary goal is to provide you with the legal advice that you need to succeed which supports, rather than frustrates, the growth of the business during the start-up and scale up phases.

We advise start-up and scaleup clients on a broad range of legal matters, including:

• the appropriate business structure and drafting shareholder agreements
• private equity, venture capital and angel fundraising
• share schemes
• intellectual property issues
• privacy and data protection, including GDPR compliance
• contract formation and contract management
• employment contracts, policies and procedures
• the grant of leases and sub-leases of commercial property.

Fund Raising
THP Solicitors have strong contacts with angel and seed funds, venture capital and private equity firms, banks and other sources of funding and have helped our clients get the much needs cash injection they require to help their business grow and develop. Our team works on a full spectrum of transactions, from incorporation through to successive financing rounds and exits. We are experienced with helping secure funding for our clients from major institutional lenders and independent lenders and can help with your financing needs.

How we can help
We are very aware of the budget limitations of small businesses and factor that into our advice, including an initial free consultation to advise you on the best steps forward. For more information please contact Alexis Lane in our Corporate & Commercial Department.

Terms, Conditions & Contracts

Properly drafted terms, conditions and contracts are the bedrock of any successful business. As your business grows and you introduce new products or services, you’ll need to review your general terms and conditions of business, or the contracts which reflect particular transactions or relationships with customers and suppliers. A well drafted agreement can add significant value to your business whereas poorly drafted documents can be worse than no document at all.

Terms and conditions may all look much the same if you just skim them briefly but in fact they vary greatly because they can cover many different situations and should reflect the business they are written for. We unfortunately spend quite a lot of time advising people who have ‘copied and pasted’ T&Cs without understanding them and find out too late they are not fit for their business when they need to rely on them.

It is vital to understand and be able to enforce your rights in any business relationship, we will ensure that you set the right tone in your negotiations and that you manage the progress of your contracts to ensure the best results for you and your business.

How we can help
Terms & Conditions, contracts and commercial agreements need to reflect your business, so we strive to understand how you work and we tailor our agreements to fit your business requirements. We can draft, advise and negotiate on a range of commercial contracts for the provision of goods and services and make sure that your business is protected by written agreements that meets your needs and protects you interests and assets. For more information please contact Alexis Lane in our Corporate & Commercial Department.

Corporate Structures

Companies mature and evolve over time and the ownership structure of the company will need to be flexible enough to enable this. In a company limited by shares, the Company’s Articles of Association and any shareholders agreements will settle the way in which shares can be bought and sold. Our business services team has a wealth of experience in advising companies that are looking to reorganise their company structure or increase their shareholding. We have the experience required to draft paperwork and advise in respect of:

• Share allotments and new issues
• Creating different classifications of shares
• Subscription and Investment Agreements
• Shareholder Agreements and Joint Venture Agreements
• Off market share purchases
• Share cancellations
• Sub-division of share capital
• Loan notes
• Reducing share capital

How we can help
We think it’s really important for any legal advice for your business to be clear and practical, and, if appropriate, to give you a range of options for you to choose the right way forward for your business. We can assist you with choosing the correct corporate structure for your business whether that be to protect the existing shareholders, encourage new investment, allow for retirements or plan an exit. For more information please contact Alexis Lane in our Corporate & Commercial Department.

Shareholder Agreements

The structure for running a limited company is set out in its Memorandum and Articles of Association as registered at Companies House. However, in a small privately owned company this does not give the owner necessary protection and appropriately document the relationship between shareholders.

It is vital that the shareholders prepare a Shareholders Agreement which documents what happens if:

• a shareholder wants to leave, how the relationship is terminated, how the assets are valued and whether the shares remain with the shareholder or whether they are required to return to the company
• if a shareholder dies what happens to their shares, how they are valued and whether they are passed to their beneficiaries or whether they are required to come back into the company
• there is an arm’s length transfer of shares or an offer for the company
• on a day-to-day basis, how the business is run, what decisions need to be unanimous and what can be left to individual shareholders

Our business services team have prepared Shareholder Agreements for all sizes of companies and know how to tailor them to meet your specific requirements.

How we can help
We offer a free initial meeting to discuss the areas of importance for your company and supply you with a checklist identifying those topics which shareholders should discuss and agree on at the time of forming a business. In many circumstances we can offer you a fixed fee for drafting a Shareholder’s Agreement and putting in place protections you need. For more information please contact Alexis Lane in our Corporate & Commercial Department.

Mergers & Acquisitions

We have many years of experience both buying and selling all types and sizes of organisations. If you are considering purchasing or selling a business then take advantage of our initial free interview to prepare you for the process and outline the type process you will need to follow.

We are experienced at guiding businesses and their management team from the early stages of negotiation all the way through to completion. We understand that if you are buying or selling that there is a need to move as quickly as you require without compromising the protections you need.

The process of buying and selling a company

In brief, this centres around:

• the need for Non-disclosure and Confidentiality Agreements at the beginning or prior to negotiations
• all aspects of Legal Due Diligence
• preparing Heads of Terms
• preparing, negotiating and concluding the sales/purchase agreements for the business, and the warranties and disclosure letters which underpin the transaction

How we can help
Buying or selling a business can be a complex and expensive process. Whether you are looking for companies to acquire or wish to maximise the success of the company you have worked hard to manage and grow, you need to ensure you have experienced legal advisers with you from the start. Our corporate solicitors are ideally suited to helping you achieve the best commercial solutions to meet your objectives and will work to identify all the internal and external factors that could influence your activities. For more information please contact Alexis Lane in our Corporate & Commercial Department.

Partnership Agreements

Choosing the appropriate partnership structure for your business venture is important because it affects many aspects down the road such as legal protection and levels of taxation. It also not a simple matter to change structures later.

Whilst there is no legal obligation requiring a business partnership to put in place a Partnership Agreement it is very important to do so in order to regulate the business relationship because the law does not adequately provide for many issues which can arise in the modern world.

It is vital that Partners in a business address and document the following:

• on a day to day basis, how the Partnership is run, what decisions need to be unanimous and what can be left to individual Partners
• how profits and losses of the business are to be distributed
• how the decision-making process is to be implemented and votes are distributed
• if a Partner wants to leave, or dies, how the relationship is terminated and how the assets and the profits of the business are divided

How we can help
We offer a free initial meeting to discuss the areas that are important for your business and supply you with a checklist identifying those topics which prospective Partners should discuss and agree on at the time of forming the business. In many circumstances we can offer you a fixed fee for drafting a Partnership Agreement and putting in place the protections you need. For more information please contact Alexis Lane in our Corporate & Commercial Department.

Franchising, Agency & Distribution

Franchising, Agency and Distribution arrangements are common methods of expanding and growing a business. Normally, in return for a management fee you will be granted a licence, distribution agreement or agency arrangement and a commercial support package to help the operate that business. Our team can assist franchisors, franchisees, agents and distributors in establishing and optimising operations including:

• franchise operation structure and documentation
• agency and distribution agreements
• intellectual property usage and protection
• compliance and the necessary registrations
• confidentiality agreements
• data protection
• consultancy and outsourcing agreements
• legal implications for franchisors, franchisees, agents, agencies, distributors

How we can help
Franchising, agency and distribution agreements may have similar objectives but they are very different business models and each require a sound understanding of the benefits, challenges and legal implications. For more information please contact Alexis Lane in our Corporate & Commercial Department.