After 2 years of global pandemic and in the middle of a European war, it is understandable if businesses are not placing a high priority on the sort of legal risk check-up I refer to below.
The reality, however, is that these issues are truly business critical and have to be looked at – sooner rather than later.
We set out below a summary of areas you might want to take a look at. The list isn’t comprehensive but it should be a useful starting point.
If we can give you some peace of mind by carrying out a (free – no charge, no obligation and no drama), audit of the legal risk areas in your business operations, please give me a call or send me an email.
T – 01202 932944
Review the employment of all staff well before they accrue 2 years service. Terminate those who are not going to make it – but be careful of claims that don’t need 2 years service (e.g. unfair dismissal in some circumstances and discrimination).
Contracts for key staff – Include adequate notice provisions (3 months?); Garden leave; Restrictions on use of Confidential Information; Post-termination restrictions on competing activities. Upgrade Contracts when staff are promoted or change jobs.
Paperwork – Be careful what you commit to writing. There are various ways (GDPR, disclosure if a claim is brought) in which employees can obtain a copy of documents relating to them (including emails, WhatsApp messages, texts).
Recruitment – this is a key danger area for employers. Be sure to have systems in place to avoid discrimination claims.
Review all your business activities and assess whether they are adequately insured. Do you insure: Debtors? Infringement of intellectual property rights? Key personnel? Do you have Directors and Officers insurance? You should.
Protect your IPR’s in each jurisdiction in which you operate.
Contracts – with any third parties, employees, consultants etc – make sure they deal with ownership of IPR’s.
Websites, bespoke software etc – ensure you and not the designer “own” the content of your website and any software created for you.
Is there a risk of you infringing the IPRs of another business?
Shareholders – Do you have a shareholder agreement or Articles of Association specifically drafted to meet your needs? This is essential to deal with issues such as: disputes between shareholders; key decisions; what happens if a shareholder who is also an employee/director leaves?
Insurance – Insure the lives of your fellow shareholders to provide you with the funds to buy their shares if they die. Being in business with a deceased shareholder’s wife or children is seldom a happy experience.
Tax – Might there be tax savings in restructuring your company/group and assets?
Protecting your assets – Should you protect your key assets by putting them into a separate company to shelter them from liabilities which might affect the trading company?
Trading arrangements and agreements
Agents and Distributors – If you use agents or distributors do you have written agreements? You should have. Are you familiar with the rights of agents/distributors on termination? If your agents/distributors are overseas: are your agreements subject to English law?; are there any mandatory laws in the various overseas territories which might override what is set out in the agreement?
Terms and conditions – You must have them; they must be up to date; make sure your staff know how to ensure they are incorporated into contracts; do they limit/exclude liability insofar as possible?