OnHand Counsel

Corporate and Commercial Solicitors

OnHand Counsel list of all Guides and Updates/Tips, including selected tags

OnHand Counsel list of all Guides and Updates/Tips, including selected tags

Date Title Guide or update/tip to tag Issues to tag
2023 Nov Sags #6 deadlock cos #2 Guide Joint ventures; shareholders agreements
2023 Sept Sags #5 deadlock cos intro Guide Joint ventures; shareholders agreements
2023 July Sags #4 top qs for any Sag to address Guide Joint ventures; shareholders agreements
2023 May Sags #3 Shareholder ag qs for founders Guide Joint ventures; shareholders agreements
2023 March Sags #2 Is your shareholders agreement fit for purpose? Guide Joint ventures; shareholders agreements
2023 Feb SAgs #1 read this and tell me you don’t need a shareholders agreement Guide Joint ventures; shareholders agreements
2023 17 Jan Company sale pitfalls: not getting paid – getting shares in the buyer instead of cash Guide Share sales; company and business sales
2022 23 Nov Law and faith Update Articles; drafting stuff; good faith; joint ventures; shareholder agreements
2022 6 Oct 8 pitfalls to avoid on selling your company Guide Share sales; company and business sales
2022 4 August Co sale pitfalls: marketing your company for sale guide Share sales; Company and business sales
2022 21 July Company sale pitfalls: not planning for exit. Part 1 guide Share sales; Company and business sales
2022 30 May Company sale pitfalls: Not getting paid – the deferred payment guide Share sales; Company and business sales
2021 8 Dec You can check out…director duties update Duties; directors’ duties
2021 27 Oct Shareholder deadlock is no holiday – two salutary tales update Shareholder deadlock; joint ventures; shareholder agreements
2021 8 July Heads of terms – FAQs Guide Drafting stuff; Guides; company and business sales
2021 3 May Ripping off your business partners update Damages; duty of care; good faith; joint ventures; remedies
2021 1 April Unfair by definition Update Articles; drafting stuff; restrictive covenants; shareholders agreements
2021 2 March Fair’s fair? Minority shareholders beware UPDATE Share valuation; Articles; drafting stuff; joint ventures; shareholders agreements
2021 9 Feb Subject to contract – it’s a Moneything Update Drafting stuff; contract formation; subject to contract
2020 15 Oct Goodwill hunting Update Damages; drafting stuff; exclusion and limitation of liability; share sales; warranties
2020 23 Sept A remotely interesting case Update Damages; drafting stuff; exclusion and limitation of liability
2020 18 August Reflective on loss Update Disputes
2020 15 April How to put a joint venture together Guide Joint ventures
2020 25 March Mothballs and Spring cleaning Guide Joint ventures
2020 6 Jan 2020 vision – the benefits of foresight when putting contracts together Update Good faith; drafting stuff
2019 24 October Why you have warranties in business and share sales Guide Warranties
2019 2 October What’s in a guarantee? Update Guarantees
2019 September Economic duress and good faith (or, it’s ok to be nasty so long as you think it’s ok) Update Duress
2019 27 August Restrictive covenants and blue pencils Update Restrictive covenants
2019 17 June The definitive guide to consultancy and the law Guide Consultancy
2019 12 June How to work out whether a consultant is self-employed or an employee Guide Consultancy
2019 28 May What provisions can you expect to see in a consultancy agreement? Guide Consultancy
2019 9 April Agents and secret commissions Update Agency; fiduciary duty; non-circumvention
2019 19 March Verbal contracts, carts, horses, chickens and eggs


Update Contract formation
2019 5 March Got a contract or not? Know your limits! Update Drafting stuff; contract formation; exclusion and limitation of liability
2019 5 March What’s the point of a side letter? Update Drafting stuff; side letters; contract formation
2019 19 Feb Russians use English courts for pre-emptive attacks


Update Right of first refusal; Articles; shareholder agreements;
2019 15 January Backstops, best endeavours, good faith and Attorney Generals Update Brexit; best endeavours; good faith
2019 15 January Preparing for Brexit: a guide for SMEs Guide Brexit
2018 17 December Do deeds have to be executed under seal Update Deeds; Limitation Act
2018 17 December Your bullying could lead to this Update Xmas parties; vicarious liability
2018 4 December This is how badly you lied to me Guide Warranties; misrepresentation; remedies
2018 November I overpaid because you lied to me Update Warranties; misrepresentation; non-reliance clause; entire agreement clause
2018 July Court backs clawback clause


Update Drafting stuff; clawback
2018 July Rectification – last resort (or, the ruthless world of property development…) Update Drafting stuff; rectification
2018 June What has good faith to do with a legal business contract? Update good faith; drafting stuff
2018 June Meaning of ‘good faith’ Update good faith; drafting; confidential information and NDAs
2018 June The importance of checking your contracts Update NOMs; drafting stuff
2018 March Pre-packs – administrators’ duties Update pre-packs; duties; professional advisors
2018 March How discretionary is a discretion? Update Drafting stuff; discretion
2018 January How much do professional advisers have to care for their clients? Update duty of care; professional advisers
2018 January Unfair contract terms – or not Update Drafting stuff; unfair contract terms
2017 Nov Can someone who breaches a contract receive credit for a benefit received by the other party? Update remedies; damages
2017 July Restrictive covenants case – form over substance Update restrictive covenants
2016 March Entrepreneur’s Relief and winding up Update Entrepreneurs’ Relief
2016 March Drafting: a pedantic article about commas Update Drafting stuff
2015 November Penalty clauses – English penalties will be missed Update penalty clauses
2015 June Can’t claim damages because of a limitation of liability clause?… Update exclusion and limitation of liability
2015 June Retention accounts – what’s the point? Update retention accounts
2015 April Completion Accounts in acquisitions… Update completion accounts
2015 April A few things you may not have known about the law relating to confidential information Update confidential information and NDAs
2014 December OnHand Counsel round-up of 2014 Update OHC news
2014 December Why you shouldn’t lie to your insurer Update Insurance
2014 December The importance of well-worded exclusion clauses Update drafting stuff; exclusion and limitation of liability
2014 December The penalty for seeking a penalty Update penalty clauses
2014 August Misrepresentation – something to grouse about Update misrepresentation
2014 August Anti-embarrassment clauses – what is the meaning of the purpose? Update drafting stuff; elephant rule; anti-embarrassment clauses
2014 January Late payment – interested in recovering interest and recovery costs? Update late payment
2014 January A guarantee precedent Guide guarantees
2014 January What comfort is a comfort letter? Update comfort letters
2013 November Patent Box: things to think about Update Patent Box
2013 November Restrictive covenants – just another case on not asking for too much from your employees Update restrictive covenants
2013 November Duties of care to joint venture partners Update duties
2013 October The importance of having well-worded exclusions and limitations of liability in your contracts: recent case Update exclusion and limitation of liability
2013 October Importance of the expression ‘subject to contract’ Update subject to contract
2013 October Guarantees: are they enforceable if your co-guarantors don’t all sign? Update guarantees
2013 September Seller’s members voluntary liquidation can bugger up buyer’s chance of recovery under indemnity: recent case Update tax indemnity; liquidation
2013 September Do directors have a duty to avoid paying tax? Update directors’ duties; tax avoidance
2013 May Share sales: what’s the difference between a warranty and a representation? Update warranties and indemnities
2013 May Knowledge and warranties – and how warranty negotiations can pan out Update warranties and indemnities
2013 May One of several sellers giving warranties? Be careful! Update warranties and indemnities
2012 December Entrepreneurs’ relief Update Entrepreneurs’ Relief
2012 October Earn-outs – how hard does the buyer have to try? Update earn-outs
2012 September Are businesses allowed to bully? Update bullying
2012 September What’s the difference between a guarantee and a performance bond? Update guarantees
2012 September Do guarantees have to be signed and in writing? What about emails? Update guarantees; subject to contract
2012 February Is a director or employee thinking of leaving your business to go into competition? Update duties
2012 February Expert determination of fair value – Cream Holdings case Update shareholder agreements; Articles; share valuation
2012 February Guarantees – be careful! Update guarantees
2010 December Confidentiality Agreements – Ten Top FAQs Guide confidential information and NDAs
2010 December Business models – franchises Guide franchising
2010 May Some home truths about solicitors Guide the legal world
2010 May How should you deal with companies which are in financial difficulty or insolvency?  Top 10 FAQ’s Guide companies in difficulty
2010 May How to identify a company in financial difficulty Guide companies in difficulty
[2009 September]


Joint venture companies and shareholders agreements Guide joint ventures; shareholders agreements
2009 July Business models – joint ventures Guide joint ventures
[2009 July] nb MOVED TO TRASH MARCH 2020 Walking the tightrope – managing in a recession Guide