Shareholder & Director Disputes

Resolving Tensions Sensibly and Calmly

JCLM provides advice on all business law matters- including disagreements among shareholders and directors’ disputes- in a timely and cost effective manner.

Shareholder disputes can occur for manifold reasons: disagreements over business strategy, shareholders lacking commitment to the business, underperformance, conflicts of interest, breaches of a service contract by a director (who is also a shareholder) or unhappiness about a lack of dividends.

“Without Jamie, I don’t think I would be able to get my dispute resolved. He is very clear about the approach to be taken, outlining what will work and what won’t via a plan of action. Jamie is highly responsive via a text, email or call. “

– James, from Scotland

Construction

JCLM have experience of working with a variety of SMEs such as plumbers, joiners, electricians, welders and builders. Advice ranges from debt recovery through to a review of supplier contracts and dealing with common problems such as IP issues, HR, difficult employees, AML matters and Data Protection.

Start-Ups

JCLM have up to date experience of the legal infrastructure you need to have in place to set up a business and navigate it through the difficult terrain of the early days: we will take care of the boring bits for you- terms of business, supplier contracts, data policies, HR, chasing invoices so you can focus on growing the business.

IT

JCLM have experience of assisting IT business owners who provide IT supply and support services to other businesses. This work primarily involves negotiating a large variety of IT contracts including IT Supply Contracts and IT Service Contracts and Service Level Agreements: standard form and bespoke where necessary.

Mediation and Guidance

Disputes can often snowball because legal advice is not sought soon enough about the relevant issues: the answer ought to be straightforward and be contained by reference to a Shareholder Agreement and/or the Articles of Association-too often these documents are rushed or not completed at all. That being the case JCLM is aware of the relevant provisions of the Companies Act 2006 (ss.303 to 304) which will enable shareholder disputes to be resolved in general meeting by recourse to the Companies Act 2006 or (where necessary) by appointing another advisor (non-executive director, chairman or board advisor) to mediate (especially when there are only two major shareholders).

 

Unfortunately when these matters become intractable difficult decisions may need to be made: removing a director is not without risk and if a shareholder is also an employee (and is dismissed) then this may give rise to claims for unfair dismissal, redundancy and discrimination claims. Moreover, valuation of shares is not an easy exercise.

JCLM consider that at any stage it is a good idea to negotiate a proper shareholders agreement not just for now but for the future: it is important to agree shareholders’ rights and obligations, to regulate the sale of shares, pre-emption rights set out how the company will be run and protect minority shareholders.

Likewise, JCLM are aware that if your board is not functioning properly then your business is likely to suffer.

JCLM have experience in appointing and removing directors and cases involving breaches of director duties: the scope of directors’ duties under the Companies Act 2006- and the remedies available- widely varies and is subject to interpretation so specialist help is required. Furthermore, disputes often only materialize after a director has left a company and is prepared to exploit the knowledge acquired in that capacity. While the Companies Act circumscribes provisions to deal with directors engaging in unfair competition or exploitation of commercial opportunities after leaving office these are often complex and hard to understand. JCLM have experience in this area.

While some boardroom disagreement is inevitable- and even helpful- when it becomes damaging to the business it is time to seek expert help.

 

A legal service that works for you.

About JCLM Solicitors

JCLM Solicitors cuts through the confusion and pretence of the legal sector. A champion of the underdog, we exist to provide reliable, straightforward and accessible legal services for SMEs and the individual.

We challenge the conventional wisdom of large, traditional legal firms to offer a service that’s on your side. We are not prepared to accept the status quo without enquiry, nor are we conflicted or in the hands of business partners/funders. We act only for our clients.

Contact

JCLM also offers a genuine 24/7 service on 07854 145680.

Make an enquiry

Get in touch with JCLM today and discover how our monthly legal services are assisting start-ups and SMEs in resolving shareholder and stakeholder disputes quickly and calmly.

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