Commercial & Corporate Advisory /

A shareholder agreement defines who controls decisions, how profits are shared, and what happens if circumstances change. Without one, disputes over voting, exits, or capital contributions can escalate, potentially threatening the business or relationships. A clear, tailored agreement locks in leverage and prevents misalignment before conflict arises.

Contracts without a commercial lens may leave critical obligations vague, expose you to liability, or fail under scrutiny. Poorly framed agreements can limit flexibility, create loopholes, or unintentionally trigger disputes. We structure agreements to protect your position while keeping options open for future opportunities.

Regular review — ideally at key business milestones, ownership changes, or annually — ensures your governance remains aligned, obligations under directors’ duties are met, and friction points are identified early. Proactive oversight preserves clarity, control, and commercial flexibility.

Licensing agreements should clearly define the scope of use, duration, and territorial limits of your intellectual property. Including clauses on quality control, audit rights, and termination conditions can safeguard your brand and ensure that your intellectual property is used appropriately and consistently.

Terms of trade set the foundation for your commercial relationships, outlining payment terms, delivery obligations, and dispute resolution mechanisms. Clear and enforceable terms help prevent misunderstandings and provide a legal framework for addressing issues that may arise during the course of business.

Key considerations include defining the scope of services or goods provided, setting clear performance standards, establishing timelines, and outlining consequences for non-performance. Including provisions for dispute resolution and termination can help manage risks and ensure smooth business operations.

Establishing clear intercompany agreements that define roles, responsibilities, and expectations can help prevent conflicts. Regular communication and periodic reviews of these agreements ensure that all parties are aligned and can address potential issues before they escalate.

Stay informed about relevant laws such as the Fair Trading Act and Consumer Guarantees Act. Regularly review your business practices, marketing materials, and contracts to ensure they comply with current regulations. Seeking legal advice when introducing new products or services can help mitigate risks.

Considerations include choosing the appropriate legal structure (e.g., sole trader, partnership, company), understanding the implications for liability, taxation, and governance, and ensuring compliance with registration requirements under the Companies Act 1993.

Breaching directors' duties can lead to personal liability, including financial penalties and disqualification from holding directorships. It's essential to understand your obligations under the Companies Act 1993 and act in the best interests of the company at all times.