Corporate & Commercial
From start up to close down, from growth to recession, we’ll see you safely through the minefield of regulation, legislation and small print.
Buying & Selling Businesses
We’ll help you with every aspect from agreement to the initial heads of terms, through the due diligence process, negotiation of the contract and right through to successful completion, whether you’re buying or selling. Your bargaining position will be strengthened with our involvement. If you’re buying, we’ll ensure that you’re adequately protected and if you’re selling, you want to make sure you’ve secured a clean and secure break. We’ll help you do just that.
We will advise you on any associated property transaction, as well as making sure you’ve got the necessary intellectual property advice. There’s a minefield of tactics, legislation and regulation out there and you need someone experienced to navigate you through it all.
We draft, review, negotiate and finalise all types of commercial contracts across many different sectors. From simple terms and conditions that go to the heart of everything that you do in your business to specific agreements intended to bring growth to your business or help you trade more fluidly, we have experience at all levels so we always offer value for money, we’re always transparent with our fee structures and we ensure that you get the suite of documentation that you expect.
Directors, Shareholders & Executives
We specialise in advising and assisting both companies and individual Directors alike on all aspects of Executives’ and Directors’ employment. We can assist whether this be preparing or advising on Service Agreements and internal procedures, including grievances and disciplinaries or negotiating exit packages where required.
A badly treated shareholder is able to consider the following possible remedies:
- A claim under a shareholders’ agreement
- A challenge to any improper resolution which may have been passed that isn’t made pursuant to the articles of association
- A derivative action which is a claim pursued by a shareholder effectively on behalf of the company
- Winding the company up on the basis that it is just and equitable to do so pursuant to Section 122 of the Insolvency Act
- An unfair prejudice claim under Section 944 of the Companies Act.
We have significant experience in bringing these actions in the Companies Court and in working with suitably qualified experts in obtaining expert valuations and obtaining the most advantageous result for a particular Director or Shareholder.
Joint ventures are generally complicated transactions. Whilst they offer huge opportunities, they can also create risk for one or both parties. We’ll aim to protect your interests, to ensure that the value of your business isn’t eroded if the joint venture fails and to ensure that your liabilities are limited where possible. We’ll also make sure that if the joint venture is successful, you’ll get the gains that you’re striving for.
For most business clients, applying for and entering into new lending arrangements is an administrative and complex procedure.
Our team of specialist corporate finance lawyers, headed by partners Lee Emptage and Sean Callaghan can provide specialist advice and assistance with the transaction:
Our advice can be in relation to:
- Putting you into contact with the right professionals to secure your finance be it with an institutional lender or via peer to peer lending;
- Satisfying the lenders requirements
- Dealing with the Security Documentation
- Loan and Credit Agreements
- Legal Charges
- Personal Guarantees
- Inter-Company Guarantees
- Deeds of Priority/Inter-creditor Deeds Between Banks
- Registration Formalities
This is a complex area and we’ll always have an initial discussion with you to make sure that your requirements can be met. We have access to experts who can help in these situations.
Academies & Charities
We’re the only firm of lawyers locally with the experience and insight in dealing with a hands-on transaction in relation to the conversion of a school to academy status. We have the experience and the structure to give your school the advice necessary and to properly plan and structure the transaction for you to a satisfactory conclusion.
We also act for a number of local charities. We protect the interests of charities, ensuring that they receive what they are due but we also assist with charity formation, governance, legacy issues and fundraising.
Giving someone a shareholding, or regulating the shareholding in a new venture is critical. It can be an excellent way of rewarding your best people or dealing with investors but you need help to ensure that you can keep the control that you expected. We’ll ensure that we work with you to find out what your needs are, and then to draft the documentation appropriately. We’ve also got the expertise necessary to draft your company’s articles of association.
Be it in relation to GPs, Dentists or Care Homes our team has significant experience in advising doctors and dentists and care home operators in relation to all aspects of their practices and are well equipped to deal with the particular aspects of regulation that affect them either in carrying out their business or in relation to a sale or acquisition. Please read our specialist section on healthcare here.
Our specialist team has advised renowned sports stars on a range of legal issues across many disciplines for years. Our commitment to sports stars begins at the outset of a career, negotiating early contracts and ensuring that athletes and sports stars are protected when the balance of power can be very different, when the financials can be critical and when the individual may be young and inexperienced. Our clients include athletes, boxers, football players, football and sporting clubs, sponsors, federations and sports agents and agencies. For clubs and associations, we often form part of an in-house legal team to provide specialist support on specific issues.
From negotiating contracts to dealing with disputes and renegotiation, we provide dedicated support and have experience in dealing with internal club disciplinary procedures.
We are regularly referred sporting individuals from accountants or other professional advisers and we’ll always work to an agreed strategy.
Intellectual Property Law
Brand Management: we’re specialists.
We’ll help you to manage, protect and make the best of your intellectual property. We have expertise across all fields, whether it’s to assist or support a business transaction or to protect your interests by engaging with our litigation and dispute resolution team, we’ll ensure that you’re always well protected. We are up to speed with all modern forms of communication which has developed rapidly over the last few years, and ensure that you get the robust advice you need so that your intellectual property isn’t taken advantage of.
Even though Copyright protection subsists automatically in the UK to protect your creative endeavours, it is important you know where you are protected, and what you can do to exploit it. We can ensure you have advice and support when you need it most, and to help you get the most from your rights when things are going well.
We understand that businesses and entrepreneurs create IP assets attracting copyright every day. Our team has the expertise to work with you and ensure you are making the most of these valuable assets, to maximise their value. Whether you need advice on whether your asset benefits from protection or who is the owner, or need help to protect against infringement, we can assist.
We understand that a company’s brand is its most important asset, acting as a badge of trade origin of goods or services from a particular supplier. The brand itself is an inherently useful and commercially exploitable piece of property. You have spent a lot of time and money in building your brand, it is important that you protect it. That’s why you need our help to advise, support and defend your brand. Whether you need advice on registrability, help with strategy of protection or someone to fight your corner, we have the expertise to manage your brand.
There are many benefits of registering a Trademark, especially if you are keen to protect your investment. At BTMK, we can help to protect and exploit this valuable asset. If you are forced to litigate, we can also steer you through the dispute process with straightforward, commercially practical advice.
If you want to make the most of your brand financially, we have the experts to help with drafting the licences and assignments necessary to do so.
Here at BTMK, we pride ourselves in Brand Management. We understand that not all companies will protect their IP rights by registration. Even if you haven’t registered your brand, that doesn’t mean you are without cause of action if the worst happens and another attempts to steal your hard earned identity. Passing Off allows you to stop an infringer in their tracks and offers protection to your brand, even if you haven’t registered it.
Passing Off is about stopping the infringer from selling their goods or services by making unfair use of your hard earned reputation. We recognise the importance of acting quickly in these circumstances and our dispute resolution experts can guide you through the process with clear, cost effective advice, without the jargon. We have a wealth of experience with alternative dispute resolution procedures, but should it come to it, we also have the expertise to steer you through the UK High Court or the UK Intellectual Property Enterprise Court.
The law will uphold a person’s obligation to keep a secret in certain circumstances. We know from experience that this can either be contractually agreed, or imparted by the law to give protection in its own right. We understand that businesses’ trade secrets are its blood stream, and that’s why it is important to know you have the best support behind you at your time of need. Whether you require help drafting non disclosure agreements to protect your valuable assets from the offset, or the secret has been breached and you need help with injunctive relief, we have the expertise.
We understand that confidential information touches all sorts of work, not just in the strict sense of protecting your IP assets. Our team of litigators have vast experience and are adept at working quickly to obtain an injunction to protect our client’s confidential information. This means we can advise about potential dispute triggers at all stages, such as within employment contracts, as well as assisting in any contentious matters, large or small.
The UK offers protection for the creative efforts of way things look, the shape and appearance of manufactured goods via both registered and unregistered design rights. A basic form or unregistered design right can exist automatically to protect designers, however, an arguably stronger form of protection exists for designers to register and protect their designs. We know from experience that successful shapes and appearances of designs cost money and time to design, and are worth a great deal to their owner. The value of the design of manufactured goods is often intrinsically linked to the success of the product, for example: the coca cola bottle.
A registered design protects the appearance of a product and can be used to prevent competitors from marketing products which produce the same overall impression on an informed user. Used properly, registered design rights can therefore be a very effective method of protecting your creative assets. However, we know that protection of a registered design is limited and so appreciate the limitations of registration. We at BTMK can advise you on the most suitable method of protection, and help you to successfully manage your brand.
Unregistered design rights protect the shape or configuration of a product and can be used to prevent competitors from reproducing products of that design for commercial purposes. We have the expertise to advise you upon applicability of this protection and further, can guide you through the litigation process if your unregistered design rights have been infringed.
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“We have dealt with BTMK Solicitors for over 20 years, and would recommend them without hesitation for anyone seeking first class advice, service and results. Every contact with BTMK is made effortless due to their outstanding expertise, and we are continuously astounded as the level of professionalism exhibited at every level, from first contact with reception, to the Managing Director himself who happily oversees cases for us which makes the whole relationship so special. As a family business we look to deliver a memorable 5 star experience every time, and that is what we get from BTMK. Based upon this, we will never explore the possibility of using any other firm.“
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