Company sale pitfalls: Failing to plan for an exit
Thinking of selling your company one day? The importance of having clear objectives and exit plans.
Company sale pitfalls: Not getting paid – the deferred payment
How can you reduce the risks or protect yourself if any of the purchase price on a share sale is to be deferred, whether on the pretext of an earn-out deal or not?
You can check out any time you like but…scary case about directors’ duties to avoid conflicts of interest
Scary case about directors’ duties to avoid conflicts of interest even after they leave
Shareholder deadlock is no holiday – two salutary tales
Not investing in a shareholders agreement can cause great pain and suffering...
Heads of Terms – FAQs
July 2021
This Guide focuses on Heads of Terms as used for acquisitions (buying company shares or buying business assets as a going concern).
Ripping off your business partners – how you might be brought to account
How you might be brought to account if you rip off a business partner to whom you owe fiduciary duties
Unfair by definition
You can check out any time you like but you can never compete? A Court of Appeal decision on restrictive covenants by employee shareholders
Fair’s fair? Minority shareholders beware
March 2021
Fair's fair? A scary case about valuing a minority shareholder's shares
Subject to contract – it’s a Moneything
February 2021
A Court of Appeal case about the magic words 'subject to contract'
Goodwill hunting
An example of loose drafting of a warranty liability exclusion clause in a share purchase agreement