The Legal Issues: Starting a Business!

There are a large number of legal issues to think about when it comes to starting your business. Everything from your business name to its structure or its operation has legal implications. What follows is a non-exhaustive list of some of the legal issues you may want to address with your lawyer before you start your business.

Your Business Name

You will need to make sure that the business name you plan to use is not already being used by another business. You can do this by doing a name search with the appropriate body normally both of Companies House and the Trade Marks section of the Intellectual Property Office (IPO). If your chosen name is not in use you are recommended to register a Trade Mark with the IPO. For Companies House you can do a name check by entering the name of your intended business into the requisite search query on http://www.companieshouse.gov.uk/. For the IPO you are recommended to write to the IPO at Intellectual Property Office, Concept House, Cardiff Road, Newport, South Wales, NP10 8QQ, United Kingdom

Your Business Structure

You will need to decide which business structure best suits your business. Your business could be structured as a sole-proprietorship, partnership, limited liability partnership or a company. To decide what form is best, you will need to consider liability issues associated with your business and which form will provide the best tax structure for your business. Before you choose your business entity the following should be considered:

• commercial risks
• expected profitability
• financing
• use of car for business purposes
• tax planning preparation
• VAT

Business Licenses and Insurance

Depending on what type of business you plan to engage in, you may need a variety of licenses or permits. At a minimum, you will need a business license and tax registration. Without these licenses you may not be able to trade. For instance, if you intend your business to deal with waste management you will need a licence. If you intend your business to operate a fleet of vehicles you will also need a licence.
To limit your exposure you should be contacting insurance brokers to ensure that where appropriate you have in place Public Liability and Employer Liability insurance. Any Commercial Insurance Broker should be able to help you with obtaining cover at the correct level for the risks inherent in your business model.

Terms and Conditions of Trading

A busy business needs to secure contracts of sale or purchase. However attention to the contract itself can often be overlooked. This can have disastrous consequences as an imprecise or non-existent contract can often leave the rights and responsibilities of the parties unclear. In these circumstances a business owner can be diverted from the primary objective to dealing with unwarranted and unnecessary, expensive and lengthy legal action.

When dealing with customers it is important to have standard contract terms (often called ‘terms of business’ or ‘terms and conditions’) to ensure that the parties are fully aware of their rights and obligations on each and every transaction.

Written terms and conditions form a contract between the parties and set out what each party has agreed. Core terms found in a good set of terms and conditions and associated documentation include details of the goods or services being supplied, the price, how payment is to be made, and how and when they are to be delivered. Standard terms and conditions also allow interest to be claimed from other businesses for late payment of a commercial debt and where appropriate provide retention of title until the goods are paid for (i.e. the supplier of goods protects itself against non-payment by retaining ownership of the goods until payment is received).

A more interesting example is where the parties agree to provide services or goods where intellectual property is created. If you instruct a third party to some work for you that creates such rights it is essential to have the agreement in writing and to ensure that those rights pass to you. Without formal expression of this objective the rights remain with the creator and you may have to pay additional sums to get this right transferred to you at a later date.

For further information on this and other issues relating to Business Law contact Brendan O’Brien by e mail at Brendan.Obrien@breezeandwyles.co.uk or by telephone on 01992 558411.

 

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