Costs
Costs of conveyancing vary wildly from firm to firm. Be assured that you get what you pay for.
Ask questions about seniority of the people who will be acting on your file and what searches will be done.
Ask whether you will get a copy of the searches and an explanation of the search results.
Ask whether perusal of your mortgage documents from your bank is included in the conveyancing price.
Ask whether unqualified staff or junior staff will be acting on your conveyance.
Ask about the systems and procedures in place to ensure that nothing is missed on your file.
At Bennett Carroll Solicitors, you get more than you pay for. Senior peole, search results explained in an all inclusive price. No junior staff, no unqualified staff and a complete management system to ensure nothing is missed on your file.
Accessibility
Over 70% of complaints to the professional body governing Lawyers relate to inability to get a Lawyer on the phone or to get that Lawyer to return phone calls.
Ask whether the firm has a policy on accessibility and returning telephone calls when you have a question you want answered quickly.
At Bennett Carroll, we answer your questions and your calls.
Provision of information
Ensure that you are happy that you are going to receive up to date informaton as your matter progresses.
Ask if there is a policy regarding copies of correspondence in and out being sent to you.
At Bennett Carroll Solicitors, providing you with information and copies of correspondence is automatic. You do not have to chase us for information.
The comfort factor
Make an assessment when speaking to each law firm whether they have an approach which makes you comfortable. Are you going to be able to work with these people?
At Bennett Carroll Solicitors, we are intent on taking away the stress and working closely with you to ensure complete satisfaction.
A language you can understand
Look at the style of communication used in these initial telephone calls. Do they respond to your questions using your kind of language or is it "Legal Ease"?
At Bennett Carroll Solicitors, we talk commonsence no frill English that you can understand.
BELLIGERENCE VERSUS CO-OPERATION
Ask about their approach to resolving disputes over your matter. Some firms will automatically take a belligerent, aggressive and obstructive attitude. Others, whilst protecting your rights, will work in a co-operative manner to try and ensure that your Contract settles.
At Bennett Carroll Solicitors, we protect your rights and work in a co-operative manner to ensure settlement at all times.
Thursday, 22 September 2011
What is the first thing to do when looking at a franchise?
Research!
Ask lots of questions! You can never ask too many questions of too many people, when making such an enormous decision. Trade shows, internet, franchisors themselves, franchisees, industry groups, Departments of Fair Trading. All these groups can provide information and feedback.
You will probably already have a fair idea, or a short list, of franchise groups that you think will fit you goals and skillset, but any franchisees, once they have settled upon and committed to a franchise, indicate to us that it is very different from their initial intention. Stay focussed on franchises which fit your goals and skillset.
Things to look at:-
1. Length of time established (short may mean that you are in on the ground floor, provided your skillset permits, but long may mean good systems and track records);
2. Location, territory, saleability, costs versus return, reputation, trading history, growth pattern, how that growth has been achieved (organically, through venture capital, or by use of area masters);
3. Your role in the franchise (entrepreneur, manager, technician, sales, accounting or largely hands-off);
4. Recent sales pattern (are established franchisees dropping like flies?)
5. Multiple franchise owners (are there existing franchisees that have multiple territories, are new territories available and, if so, where?)
6. Length of training;
7. Capital equipment requirements;
8. Market forces (is this a sunrise or greenfield
9. Is the industry in its adolescence where competition between service providers is rife?
10. Is the industry in its twilight where margins are thin and demand is waning?
11. Is there a big difference between branded franchises and unbranded non-franchise individual traders?
12. Is the franchise brand strong and well known?
13. What is the reputation of the franchise brand?
It is important that you speak to as many people as possible to get their impressions across this range of characteristics. Some franchisees will even ask to work in a branch for a time to get the “warts and all” understanding of the business. Regardless of the amount of homework that you do, ultimately, you will need to be comfortable that the franchise suits you, and that you will be getting value for your franchise fees and royalties.
Common mistakes when buying a franchise:-
1. Lack of homework;
2. Emotional response;
3. Cash register fever;
4. Pride;
5. Failure to engage any/decent advisors;
6. Feeling pressured into finalising a decision;
7. Under-capitalisation;
8. Goals/skillsets mismatch;
9. Poor franchise group;
10. Lack of an exit strategy.
Sunday, 21 August 2011
Selling your business- Obligations After Settlement
Selling your business- Obligations After Settlement
Collection of debts
If your business has trade debtors, that is, people who owe you money, those debts will normally belong to you after settlement, unless the contract specifies otherwise. You may need some assistance from the buyer to complete this process, and you may well find that the debtors wind up paying the new business the old debts, out of habit or ignorance. A certain amount of liaison between the parties will be necessary.
Ownership of the books
Unless the shares in the company which runs the business have been transferred, the practical effect of the sale of the business is that one business has stopped, and simultaneously, another has started.
You will have ongoing obligations as a taxpayer to lodge tax returns, and to justify the content of those returns by reference to source documents (invoices and the like).
Many business owners walk out of their business after sale without keeping a copy of records that might be needed to justify the contents of previous tax returns.
Although a copy of recent records will be required by the buyer to allow ongoing trading, the buyer has no obligation with respect to previous operations. It is recommended that the seller keep the books and records, and provide a copy to the buyer. The buyer may insist upon keeping the current year's records, but you, as the seller, should ensure that you have a complete record, even if the record consists of copies of documents for the most recent trading.
Restraint
These clauses are the most common battleground between buyers and sellers, where the relationship goes sour after completion. It is essential, if you have in mind to continue in the industry in any capacity (whether as owner, manager, employee or consultant), that careful consideration be given to the wording and scope of the restraint clause that is eventually between you and the buyer.
There are several factors to consider:-
1. Your future plans;
2. The effect of those plans on the saleability and value of the business;
3. The cost and duration of any litigation which may arise from a dispute over restraint.
Generally speaking, the law says that unless specifically prevented from competing after settlement, you are free to do so.
Most contracts, however, will contain an obligation on you, after completion, not to engage a business of a similar nature, directly or indirectly, for a particular period within a period geographic area.
Given that, these days, geographical area is becoming increasingly irrelevant, some more current restraints have a specific prohibition upon contact with current staff and with any customer who has recently been in the habit of using the business.
Subtle differences in the wording of these mistakes can make an enormous difference to your entitlement and capabilities, post settlement. Generally, there are several categories of post settlement intentions by sellers:-
1. Complete departure from the industry;
2. Retirement;
3. Part-time work for the business sold;
4. Continued work in the industry, but out of the current area of the business;
5. Continued work in a direct capacity.
It is very important that, at the very least, the restraint agreement be tailored to ensure that you cannot be accused, successfully, of being in breach of that agreement.
List cases
There is a significant body of law (called the "list cases"). dealing with situations where sellers have taken resources from the business to enable them to compete with the business after settlement (usually a client list). If it can be shown that you have taken these resources, this is a very significant step towards a damages judgment against you. You should ensure that such an allegation cannot be made against you.
Attacking the restraint period
The law says that if the restraint period or area is excessive in the circumstances, then there is no restraint at all and you are free to compete.
What is excessive in the circumstances, the Courts have said, "depands upon each individual circumstance". This is rather unhelpful. The Courts have not provided any formula for determining these boundaries.
Broadly, the test seems to be to look at the dynamics of the business, the geographic spread of customers, and the likely length of time necessary for the incoming buyer to cement relationships with each of those customers.
A common argument between the parties arises where the seller indicates that the buyer "approached me". This argument may in fact be available to a seller depending upon the wording of the restraint.
It is important to ensure that this wording (even though the Courts will read the wording restrictively in your favour as the seller), is clear and simple.
Collection of debts
If your business has trade debtors, that is, people who owe you money, those debts will normally belong to you after settlement, unless the contract specifies otherwise. You may need some assistance from the buyer to complete this process, and you may well find that the debtors wind up paying the new business the old debts, out of habit or ignorance. A certain amount of liaison between the parties will be necessary.
Ownership of the books
Unless the shares in the company which runs the business have been transferred, the practical effect of the sale of the business is that one business has stopped, and simultaneously, another has started.
You will have ongoing obligations as a taxpayer to lodge tax returns, and to justify the content of those returns by reference to source documents (invoices and the like).
Many business owners walk out of their business after sale without keeping a copy of records that might be needed to justify the contents of previous tax returns.
Although a copy of recent records will be required by the buyer to allow ongoing trading, the buyer has no obligation with respect to previous operations. It is recommended that the seller keep the books and records, and provide a copy to the buyer. The buyer may insist upon keeping the current year's records, but you, as the seller, should ensure that you have a complete record, even if the record consists of copies of documents for the most recent trading.
Restraint
These clauses are the most common battleground between buyers and sellers, where the relationship goes sour after completion. It is essential, if you have in mind to continue in the industry in any capacity (whether as owner, manager, employee or consultant), that careful consideration be given to the wording and scope of the restraint clause that is eventually between you and the buyer.
There are several factors to consider:-
1. Your future plans;
2. The effect of those plans on the saleability and value of the business;
3. The cost and duration of any litigation which may arise from a dispute over restraint.
Generally speaking, the law says that unless specifically prevented from competing after settlement, you are free to do so.
Most contracts, however, will contain an obligation on you, after completion, not to engage a business of a similar nature, directly or indirectly, for a particular period within a period geographic area.
Given that, these days, geographical area is becoming increasingly irrelevant, some more current restraints have a specific prohibition upon contact with current staff and with any customer who has recently been in the habit of using the business.
Subtle differences in the wording of these mistakes can make an enormous difference to your entitlement and capabilities, post settlement. Generally, there are several categories of post settlement intentions by sellers:-
1. Complete departure from the industry;
2. Retirement;
3. Part-time work for the business sold;
4. Continued work in the industry, but out of the current area of the business;
5. Continued work in a direct capacity.
It is very important that, at the very least, the restraint agreement be tailored to ensure that you cannot be accused, successfully, of being in breach of that agreement.
List cases
There is a significant body of law (called the "list cases"). dealing with situations where sellers have taken resources from the business to enable them to compete with the business after settlement (usually a client list). If it can be shown that you have taken these resources, this is a very significant step towards a damages judgment against you. You should ensure that such an allegation cannot be made against you.
Attacking the restraint period
The law says that if the restraint period or area is excessive in the circumstances, then there is no restraint at all and you are free to compete.
What is excessive in the circumstances, the Courts have said, "depands upon each individual circumstance". This is rather unhelpful. The Courts have not provided any formula for determining these boundaries.
Broadly, the test seems to be to look at the dynamics of the business, the geographic spread of customers, and the likely length of time necessary for the incoming buyer to cement relationships with each of those customers.
A common argument between the parties arises where the seller indicates that the buyer "approached me". This argument may in fact be available to a seller depending upon the wording of the restraint.
It is important to ensure that this wording (even though the Courts will read the wording restrictively in your favour as the seller), is clear and simple.
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