Company Commercial

Stones Solicitors Company Commercial Team understands how businesses operate. They advise a wide range of clients from multi million pound corporate groups through to partnerships and sole traders. Commercial advice is given on a wide range of issues many of which can be central to their business strategy. Our specialist teams of lawyers help clients to first identify and then to achieve their objectives.

At Stones our lawyers aim to get to know clients well and build strong relationships with them to ensure that they understand their business and are able to give them appropriate advice and obtain for them the best results in any given situation.

The close working relationship that our Company Commercial lawyers have with our Litigation and Dispute Resolution, Employment and Commercial Property Teams mean that we can offer you a fully integrated service.

We are committed to providing our business clients with services of the very highest quality and value. Our aim is to help you manage your business in the most effective way possible.

As an integral part of the wider Commercial Division at Stones, the Company Commercial team offers clients specialist advice relating to their business structures, commercial contracts and compliance as well as helping clients through the process of buying and selling businesses.

Whether a partnership, company limited by shares, limited liability partnership (LLP) or a sole trader Stones has the experience and knowledge to assist clients with their legal needs. The team has experience in dealing with a broad range of businesses in the following sectors:

Agricultural; Health; Leisure and Tourism; Logistics;

IT; Financial Services.

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Corporate Transactions

Stones will guide you through the process of a business sale or purchase, whether it is the sale and purchase of shares or trading assets and goodwill, from agreeing headsof terms to completion of the purchase or sale. We work closely with other professionals in the transaction such as agents, bankers, accountants and advisors to ensure the transaction is managed as efficiently as possible.

Stones takes a proactive approach to transactions providing support to clients, balancing law with commercial and other practical needs of the client.

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Commercial Contracts

Every business uses commercial contracts whether in the supply of goods and services to them or by them. When dealing with larger businesses smaller businesses are often presented with contracts or terms of business that can be bewildering and we can help you to understand the implications of those. Where possible businesses should seek to trade on their own terms whether of supply or purchase to ensure, for example, that customers pay promptly, title to goods does not pass until payment has been made and goods or services are delivered on time.

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Intellectual Property and Information Technology

The protection of intellectual property (IP) rights has become increasingly important as businesses recognise the value that IP can add whether it is protecting a business ‘brand' by way of a trademark or the products that a business creates by way of registered design rights and copyright. Permitting others to use your IP can provide an important revenue stream and Stones can assist you with protecting both your IP and the relationship with the person licensed to use your IP.

The use of information technology (IT) has also increased dramatically in the last decade providing a powerful tool for increasing business efficiency. The team can advise on the various contracts that arise in this area from software licences to IT procurement agreements. The internet is a valuable source of information and an important advertising tool. Many businesses now have a domain name whether for providing information to the public or as a means of trading with customers. Stones can help you to prepare and protect the content in the best way to enable your business to trade 'Online'.

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Companies Law and Shareholders

Companies are regulated by the Companies Act 2006 (the Act) which may be unfamiliar to you and Stones can help you to ensure that you and your company complies with the Act. You may want to take advantage of some of the new powers (such as dispensing with your Company Secretary or the requirement to hold an annual general meeting) but have yet to amend your company's constitution to benefit from these powers.

Shareholders, as the owners of a company, have a key role in the operation of a company so it is recommended that the relationship between shareholders should be governed by a shareholders' agreement. Grievances, and especially deadlock, between shareholders can impact on management time and resources and adversely affect the business.

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Partnerships and LLP's

Partnerships are an alternative and less formal means of people working together for commercial gain. Whilst a business may develop organically into a partnership without formal documentation the default provisions in the Partnership Act 1890 may not suit the business's needs. Formal agreements should be put in place to protect the relationship between the parties for the duration of the partnership and particularly when partners join or leave it.

Limited Liability Partnerships (LLP's) are an alternative way to benefit from limited liability status. Whilst an LLP is a corporate entity it is closer to a partnership than a company. Unlike a company the owners are indistinguishable from the managers. The Limited Liability Act 2000 (as amended) and supplemental regulations will govern an LLP if there is no LLP agreement between the members but if there is an agreement it does not have to be filed at Companies House so it is private. Stones can assist with the incorporation of an LLP and drafting an agreement between the members as well as advising on the various regulations if you do not have an agreement.

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Specialist Sector Advice

Our lawyers advise charity and not for profit clients in relation to constitutional queries, contracts and compliance, working closely with other lawyers in the Stones' Commercial Division and the Private Client department as necessary. Stones can also help with incorporating existing or new charities as well as assisting established charities. Further information is available in relation to Charity and Not for Profit Organisations.

Health Care

Stones Commercial team have a blend of corporate and commercial experience working in the healthcare sector for both providers and commissioners.

We work to find pragmatic, commercial solutions for organisations and professional practitioners within the relevant regulatory sphere. We are particularly mindful of the current economic climate and changing policy landscape.

Our team has specific insight into the legal challenges and opportunities facing doctors, dentists and other professional practitioners.

Professional practitioners, whatever their discipline, require specialist legal support. Whether this legal advice is on corporate matters, such as partnership issues, commercial contracts, real estate, employment or litigation, it should take into account the overall medical and, where relevant, NHS regulatory framework. .

General medical practitioners require some specialist legal knowledge and support. Under the Health White Paper GPs will have a more prominent role in the commissioning and managing of local healthcare services. Clinical Commissioning Groups will need to be set up and decisions, including which corporate vehicle is best for the particular Group, management structures, procurement and contracting policies and frameworks, will need to be considered and made.

We can assist on the governance arrangements, and have an understanding of the various standard contracting regimes applicable to service provision in the NHS, including primary care contracts and standard Department of Health contracts.

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