Tag: Andrew Marsden

I feel sick – my business partner is stealing from me!

Andrew Marsden

You look at the bank online – someone in the business is syphoning off money from the business account.

You then work out that it’s one of your once-trusted business partners.

That feeling of betrayal is truly palpable.

For any director of a company, that will be a hard pill to swallow. It can be both hurtful and demoralising to think that your working relationship isn’t as strong as it once was. Of course, it’s not only the shareholder relationship that will suffer; your business could be impacted quite significantly too.

The not-so-bad news is a route to resolution can generally be found even in the most strained of circumstances. The success of this resolution will largely come down to what steps you take in the wake of the fallout and who you engage to assist with it.

Dealing with a fallout

When you’ve had someone cheat on you behind your back – whether that’s in work or in a personal relationship – there are generally two ways to move forward.

The first is to get emotional and upset and try to make the wrongdoer “pay” or to try to get “even”.

The other is to think logically and practically, taking a far more considered and constructive approach. This will almost always result in a more favourable result in the long term.

It can be very easy in the first instance to let emotion take over and lead your actions. It’s understandable, particularly when someone close to you has breached your trust. However, it’s important that this doesn’t cloud your judgement or negatively impact on your chances of resolving the dispute on the best terms available so that everyone can walk away, perhaps not amicably but at least satisfied with the outcome.

What outcome are you looking for?

This is the key question to ask yourself when you are in the midst of a conflict with a fellow shareholder or partner. Getting “even” may be the tempting option, but is it really the goal here? Take time to sit down and reflect on what outcome would be best for you in this situation.

Do you want to buy out your fellow shareholder or partner from the business and have them cease to be a director?

Do you wish for yourself to be able to walk away from the business in exchange for a fair value for your shares?

Having a clear goal will help define your route to resolution and the best steps to take to achieve it. A specialist barrister should be able to talk you through the process and advise on what, realistically, is achievable.

In my experience, often the most straightforward, efficient and cost-effective way to resolve disputes is to have one shareholder leave the company receiving a fair price for their shares. That being said, it has to be done in the right way; simply excluding a shareholder or director from the business can be potentially damaging.

A barrister experienced in these disputes should be able to clearly lay out the options for you and to explain what is involved at every stage of the process. Ultimately, they should help to ensure you are in the best possible place to make an informed decision on what is right for your situation.

The path to resolution

  • Having the right paperwork in place – If you already have a shareholders’ agreement in place, this will likely include provisions that can be used to help reach resolution. For example, a shareholders’ agreement might contain terms that permit you to force a shareholder to sell their shares. Again, care needs to be taken in enforcing such provisions and a barrister with specialist experience can help you iron this detail out. If you don’t have a suitable shareholders’ agreement, then it is certainly worth putting one in place before any conflict or dispute arises. Even if you have no shareholders’ agreement in place, you will have articles of association, the terms of which might also assist in finding the appropriate way forward.
  • Access to specialist legal advice – Getting appropriate, experienced and specialist legal advice from a barrister early on about your rights is perhaps the best way to ensure that disputes don’t escalate and that the path to resolution is as straightforward and pain-free as it can be. It is generally preferable to resolve disputes by using negotiation strategies or through engaging in mediation where possible. Your barrister can assist with this; trying always to ensure that sensible compromises are achieved while keeping relationships as intact and as amicable as possible. Of course, if things can’t be resolved via mediation, litigation through the courts may have to be considered as a final resort. Rest assured that if this is the route you end up taking, the right barrister will provide support throughout the process and keep costs transparent so that you enter into proceedings well-prepared and confident.

For the majority, this will be the first time you will have faced a shareholder dispute within your business. If this is the case, you will no doubt have many questions and concerns as to what to expect from the process.

Please do get in touch if you would like some more information or would like to discuss your own specific circumstances. An initial thirty-minute consultation is free, and I’d be very happy to advise you as to the best steps to take.

Avoiding the pitfalls when in business with a partner, shareholder or director

Andrew Marsden

Starting a new business venture is an exciting time, yet like any relationship, the journey often presents challenges.

In my work as a specialist barrister dealing with shareholder/director and partnership disputes, I often see problems that, with just a little bit more planning and forethought, could have easily been avoided. 

The benefits of working in a bigger business are many. These benefits include sharing pressures and responsibilities, the opportunity to pool resources, and the chance to combine skills, experience and talent. 

Doing so can really raise the bar beyond that which might be achieved through a solo venture. But going into business with others certainly does come with its own set of challenges.

While many relationships are born quickly from shared passions and enthusiasm for a business idea, far fewer are able to stand the test of time. I specialise in resolving disputes between those in business together who have fallen out for one reason or another. 

Very often, things aren’t helped by the fact that solid foundations have not been set to meet the challenges that working together can entail.

So, before you dive into a new business relationship, first make sure you’ve got the fundamentals in place.  Trade through a limited company or, perhaps, a limited liability partnership. 

Ensure you have suitable articles of association and a sensible shareholders’ or members’ agreement. 

Make sure your understanding of the respective rights of participation in management and conduct of the business is recorded and enshrined. 

Make provision for access to all books, records, accounts and other information that might be required. 

Agree on salary entitlements and dividend policies. Consider the merits of “good/bad leaver” provisions and “put/call” and “follow me” options. 

Formalise an effective and efficient process for dispute resolution. 

Strategise for exits and settle the basis and method of any future valuations of interests.

Moving forward, here are my “Top Practical Tips” which might help avoid disputes or at least enable you to resolve matters before things really start to turn sour.

  • Prepare a business plan, implement it and keep it under review: acting on an impulse may sound attractive; but it is a risky strategy. Plan everything, implement your plan and then keep your plan under review.
  • Agree on goals and expectations: This is key to establishing a strong foundation for your business relationship from day one. Take time to consider your shared goals, aspirations and expectations and make sure you have these set out in writing.
  • Put boundaries and ground rules in place: When bad habits form, precedents are often set. It can be really difficult to re-trace your footsteps and unpick things you’re unhappy with. Set boundaries and ground rules from the start so that everyone is clear on expected conduct and working relationships; disputes often arise when uncertain boundaries are overstepped.
  • Consider and play to each other’s strengths and weaknesses: If you’re forming a business relationship with another person the chances are you are both bringing different things to the table. Consider these strengths and weaknesses and build your business plan around them. A mutual respect for each other’s varied talents allows less chance of friction, competition and resentment.
  • Remain honest and transparent: Most disputes involve one person doing something behind another’s back. It may involve taking money from the business account, the diversion of a business opportunity or simply the making of business decisions without reference to relevant and interested parties. If you remain honest and transparent throughout it will limit the risk of conflict.
  • Keep communication open: As communication breaks down, things are likely to go downhill very quickly. Even if your conflict has already escalated and you are no longer talking, legal professionals can act as advisers or even mediators to help re-open communication channels and enable sensible negotiations to be resumed and resolution to be achieved.
  • Keep personal and business relations separate: This doesn’t mean that you shouldn’t go into business with a friend, family member or partner – many very successful business relationships are forged in this way. But be careful about how you balance your personal and business relationships and keep clear boundaries in place. Your working relationship should be grounded in business and treated as such.

For further advice as to how to structure a business relationship, how to resolve a business dispute or more practical tips, feel free to get in touch with me for an initial, confidential 30-minute chat. It’s entirely free – there’s no obligation and no charge!

Working with Andrew Marsden

Andrew Marsden

When the trust has gone and you’re at odds with your business partners, fellow directors or shareholders it can feel like there is no way forward – it can feel very unsettling.

For the majority, taking those first steps to dispute resolution can be the hardest part of the process. Should you or should you not upset the apple cart?

If you are to resolve matters sensibly and pragmatically and ensure the protection of your interests, it is crucial that you get experienced, specialist legal advice from the outset.

Explaining the dispute resolution process in a nutshell

I have spent almost 30 years working with clients navigating difficult shareholder and partnership disputes and I know that, all too often, those involved delay taking or turn to the wrong people for advice and live to regret it.

Dispute resolution and the legal process can be confusing. It may well be the first time you have faced something of this sort. To help I have prepared an “infographic” which seeks to explain what’s involved. You can get a copy here.

Instructing a barrister directly

You might also be surprised to know that you can engage a barrister directly instead of going through a solicitor. What does this mean for you? Well, it can streamline processes, gives you immediate access to specialist, expert advice and will often save you substantial costs!

What you can expect from Andrew Marsden

You may not be familiar with working with a barrister – it may even seem intimidating. That is why I have also prepared an outline of exactly what you can expect when working with me. You can obtain a copy here.

Establishing an effective working relationship

Every client I work with and the situation that they face is unique. But what they all want is a practical and commercial solution that works for them and protects their interests. A collaborative working relationship is essential to achieving this. It is very much a two-way process. The service I provide must work for you. To achieve this I welcome open dialogue and regular review and feedback. When you engage a barrister to resolve your shareholder or partnership dispute it’s essential that you establish a good working relationship with clear lines of communication from the outset.

Cost savings and other benefits in going directly to a barrister

How much will it cost? Here complete transparency is key. There is no excuse for unexpected fees or hidden costs. It is imperative to be clear, open and straightforward. I agree all fees in advance so that there are no surprise charges and I bill regularly so you know where you are. Indeed, if your lawyer is unclear about the costs involved this should be a “red flag”.

Unknown to many, it is very often cheaper to engage a barrister directly rather than going through a solicitor. Solicitor firms generally face large overheads and those inevitably get passed down to you; the client.

There are also other savings to consider. Going directly to a barrister can avoid significant delays. It reduces the chain of communication. Fundamentally, if you have a strong position you will know this quickly and can act accordingly. On the other hand, if your position is weak you can save yourself a great deal of time, trouble and money.

Engaging a specialist barrister from the very outset not only provides you with direct access to experienced, specialist advice but also ensures you avoid steps that might compromise the strength of your position further down the line. I will provide you with a clear “road map to resolution” on the best commercial terms possible.

Free 30-minute consultation

So how do you start the process to resolution? I offer a free 30-minute phone consultation. You will probably have a host of questions and I should be able to answer many of them for you immediately. So, if you’re facing a breakdown in your business relations, if you are embroiled in a shareholder or partnership dispute or if your fellow directors/shareholders or partners are behaving in an unfair or prejudicial way please get in touch – an initial conversation won’t cost you anything so you’ve nothing to lose!

Going into business with another person – Andrew Marsden’s “Top Practical Tips”

Andrew Marsden

There’s no denying it, going into business with other people can really pay off. It can offer up many benefits including a sharing of pressures and responsibilities, the opportunity to pool resources and the chance to combine skills, experience and talent. Doing so can really raise the bar beyond that which might be achieved through a solo venture. But going into business with others certainly does come with its own set of challenges.

While many relationships are born quickly from shared passions and enthusiasm for a business idea, far fewer are able to stand the test of time. I specialise in resolving disputes between those in business together who have fallen out for one reason or another. Very often things aren’t helped by the fact that solid foundations have not been set to meet the challenges that working together can entail.

So, before you dive into a new business relationship, first make sure you’ve got the fundamentals in place.  Trade through a limited company or a limited liability partnership. Ensure you have suitable articles of association and a sensible shareholders’ or members’ agreement. Make sure your understanding as to respective rights of participation in and management and conduct of the business are recorded. Make provision for access to all books, records, accounts and other information that might be required. Agree salary entitlements and dividend policies. Consider the merits of “good/bad leaver” provisions and “put/call” and “follow me” options. Formalise an effective and efficient process for dispute resolution. Strategise for exits and settle the basis and method of any future valuations of interests.

Moving forward, here are my “Top Practical Tips” which might help avoid disputes or at least enable you to resolve matter before things really start to turn sour.

  • Prepare a business plan, implement it and keep it under review: acting on an impulse may sound attractive but it is a risky strategy. Plan everything, implement your plan and then keep your plan under review.
  • Agree on goals and expectations: This is key to establishing a strong foundation for your business relationship from day one. Take time to consider your shared goals, aspirations and expectations and make sure you have these in writing.
  • Put boundaries and ground rules in place: When bad habits form precedents are often set. It can be really difficult to re-trace your footsteps and unpick things you’re unhappy with. Set boundaries and ground rules from the start so that everyone is clear on expected conduct and working relationships; disputes often arise when uncertain boundaries are overstepped.
  • Consider and play to each other’s strengths and weaknesses: If you’re forming a business relationship with another person the chances are you are both bringing different things to the table. Consider these strengths and weaknesses and build your business plan around them. A mutual respect for each other’s varied talents allows less chance of friction, competition and resentment.
  • Remain honest and transparent: Most disputes involve one person doing something behind another’s back. It may involve taking money from the business account, the diversion of a business opportunity or simply the making of business decisions without reference to relevant and interested parties. If you remain honest and transparent throughout it will limit the risk of conflict.
  • Keep communication open: As communication breaks down things are likely to go downhill very quickly. Even if your conflict has already escalated and you are no longer talking, legal professionals can act as advisers or even mediators to help re-open communication channels and enable sensible negotiations to be resumed and resolutions to be achieved.
  • Keep personal and business relation separate: this doesn’t mean that you shouldn’t go into business with a friend, family member or partner – many very successful business relationships are forged in this way. But, be careful about how you balance your personal and business relationships and keep clear boundaries in place. Your working relationship should be grounded in business and treated as such.

For further advice as to how to structure a business relationship, how to resolve a business dispute or more practical tips, feel free to get in touch with me for an initial, confidential 30 minute chat. Its entirely free – there’s no-obligation and no charge!

Working with Andrew Marsden to resolve your business dispute

Andrew Marsden

There’s no two ways around it, when business relationships start to break down challenging times lie ahead. If you are to resolve matters it is critical that you get experienced specialist legal advice from the outset.

Explaining the dispute resolution process in a nutshell

For the majority, taking the first steps to dispute resolution can be the hardest part of the process. I have spent many years working with clients navigating difficult shareholder or partnership disputes and I know that, all too often, those involved delay taking or turn to the wrong people for advice and live to regret it.

Dispute resolution and the legal process can be confusing. It may well be the first time you have faced something of this sort. To help I have prepared an “infographic” which seeks to explain what’s involved. You can get a copy here.

Instructing a barrister directly

You might also be surprised to know that you can engage a barrister directly instead of going through a solicitor. What does this mean for you? Well, it can streamline process, gives you immediate access to specialist expert advice and will often save you substantial costs!

What you can expect from Andrew Marsden

You may not be familiar with working with a barrister – it may even seem intimidating. That is why I have also prepared an outline of exactly what you can expect when working with me. You can obtain a copy here.

Establishing an effective working relationship

Every client I work with and the situation that they face is unique. But, what they all want is a practical and commercial solution that works for them. A collaborative working relationship is essential to achieving this. It is very much a two-way process. The service I provide must work for you. To achieve this I welcome open dialogue, regular review and feedback. When you engage a barrister to resolve your shareholder or partnership dispute it’s essential that you establish a good working relationship with clear lines of communication from the outset.

Cost savings and other benefits in going directly to a barrister

How much will it cost? Here complete transparency is key. There is no excuse for unexpected fees or hidden costs. It is imperative to be clear, open and straightforward. I agree all fees in advance so that there are no surprise charges and I bill regularly so you know where you are. Indeed, if your lawyer is unclear about the costs involved this should be a “red flag”.

Unknown to many, it is very often cheaper to engage a barrister directly rather than going through a solicitor. Solicitor’s firms generally face large overheads and those inevitably get passed down to you the client.

There are also other savings to consider. Going directly to a barrister can avoid significant delays. It reduces the chain of communication. Fundamentally, if you have a strong position you will know this quickly and can act accordingly. On the other hand, if your position is weak you can save yourself a great deal of time, trouble and money.

Engaging a specialist barrister from the very outset not only provides you with direct access to specialist advice but also ensures you avoid steps that might compromise the strength of your position further down the line. I will provide you with a clear “road map to resolution” on the best commercial terms possible.

Free 30 minute consultation

So how do you start the process to resolution? I offer a free 30 minute phone consultation. You will probably have a host of questions and I should be able to answer many of them for you immediately. So, if you’re facing a breakdown in your business relations, if your embroiled in a shareholder or partnership dispute or if your fellow directors/shareholders or partners are behaving in an unfair or prejudicial way please get in touch – an initial conversation won’t cost you anything so you’ve nothing to lose!