James Pearce & Co – Company Law Solicitors

James Pearce & Co company lawyers advise on all areas of company law and procedure. We can help set up and dissolve companies, give advice upon director, shareholder and resolution/voting issues, advise upon disputes and generally steer you through the corporate maize. The Companies Act 2006 is the longest Act of Parliament on the statute book and provides a very comprehensive framework for all corporate activity in the UK. We are experienced in dealing with any issues arising under the Act.

Formation and dissolution

We will help you set up companies (usually through the use of company agents) and will advise upon all the necessary aspects. You may be setting up a business ‘from scratch’ or you may be incorporating a long-standing small business. Dissolution of a company, particularly through winding-up, is an involved procedure often with serious implications for shareholders, directors and third parties. In either case, we’re here to guide you through the complexities.

Articles of Association

The articles of association set out how a company is run and are primarily concerned with the internal affairs of the company. It may be sensible to have a specific set of articles tailored to suit your company not least given that, in the absence of a specific set, the Companies Act prescribes a standard default set of articles. We can provide a bespoke set of articles to suit the particular needs of your company.

Shareholder Agreements

It is generally sensible to have a bespoke shareholder agreement drawn up upon incorporation. An agreement can be tailored to suit the specific needs of the shareholders concerned. Sometimes disputes can arise regarding the interpretation of shareholder agreements (particularly when shareholders leave and wish to sell their shareholdings) and we can advise upon all such matters.

Deadlock and Minority Shareholder Disputes

It is not uncommon in SME-type companies for disputes to arise where the shares are held by only a few individuals. Deadlock situations can occur where equal shareholders have opposing views on the future direction and management of the company. This can be exacerbated in small family companies. Sometimes the majority shareholders seek to buy or force out a minority shareholder: careful interpretation and advice is required upon the legalities and implications of such actions (usually by reference to the shareholder agreement). Sometimes a minority shareholder considers the behaviour of the majority shareholders to be unfair and oppressive and seeks a remedy. We can advise on all aspects: we are experienced enough to take a sensibly realistic approach and one which is costs-sensitive.

Costs

We appreciate that company law advice has a cost. We will be clear and transparent from the outset as to what our charges will be. We will generally try to give fixed estimates as to any work that will be carried out but where that is not possible we shall give you full details of our charging rates and our costs generally. Please ask though if there is any aspect of our costs that you do not understand – we’re happy to help.