Start-Up Services and Governance

Starting out

Starting a business is an exciting venture, but establishing the right legal and governance foundations from the outset can help protect your interests and support future growth. Whether you are launching a new company, bringing in investors, appointing directors or planning for expansion, obtaining early legal advice can reduce risk and avoid costly disputes later. Wilson Browne’s corporate solicitors advise start-ups, entrepreneurs and growing businesses across Northamptonshire and beyond.

The right foundations

Getting your business off to the right foundation is absolutely key; getting the wrong foundations can lead to problems being magnified at a later stage. Key aspects of your business to think about include:

1. Corporate structure – which business model is best for you? Will you trade as a sole trader, partnership or limited company? What governing and foundational documents do you need? Do you need bespoke Articles of Association?
2. Shareholder and Partnership Agreements – how will the relationship between shareholders or partners be regulated? What boundaries will you have, and what will happen to the business if one of you ceases to work (if there are more than two of you in business together, the short answer is ‘yes’ this is needed!)
3. Terms and Conditions of trade – What will your business do? What is your route to market? How will your relationship with suppliers and customers be regulated?
4. Business Protection and Compliance – What licences and registrations do you need to operate? How will you protect your business property, including name, processes and goodwill?
5. Premises – where will you operate from? Do you need any storage, and where will this be located? Are you going to buy a freehold or lease a property? What are the short, mid and long-term requirements of the business?
6. Employment – will you be engaging any employees? What are their terms and conditions of work, and do you have the right policies in place?
7. What is your purpose? You need to think about why you are setting up your particular venture.

Directors’ Duties

Do not overlook other elements such as Directors’ Duties which include:

• Duty to act in the company’s best interests
• Avoid conflicts of interest
• Exercise reasonable care and skill
• Promote the success of the company
• Maintain proper records

Protecting Intellectual Property

This is often overlooked! Your brand, your logo, the material you publish, ideas and inventions… it all needs protecting.

• Trade marks
• Copyright
• Branding
• Domain names
• Software ownership

Common Questions

• Do I need a shareholders’ agreement?
  • Although not legally required, a shareholders’ agreement can provide clarity regarding decision-making, share transfers and dispute resolution.
• When should a start-up seek legal advice?
  • Ideally before taking on co-founders, employees, investors or significant contractual commitments.
• Can I bring investors into my company later?
  • Yes. New shares can be issued to investors, although the process should be carefully structured to protect existing shareholders.
• What governance documents does a new company need?
  • Most businesses should consider appropriate articles of association, directors’ arrangements, shareholder protections and key commercial agreements.

How We Can Help

We don’t just work with businesses but also support charities, not-for-profit organisations and academies, all of whom also need to make sure that they have the right governance from the start. Corporate governance refers to the systems, processes and controls used to manage a company. Effective governance helps directors make informed decisions, comply with legal obligations and build confidence among investors, lenders and stakeholders.

Of course, it’s not only start-ups that may need these services, and many established businesses need to re-visit these aspects of their business on a regular basis to make sure that the legal structures that they have in place still reflect their commercial practice and business requirements.

Need legal advice for your start-up? Wilson Browne’s corporate solicitors advise entrepreneurs, business owners and growing companies on company formation, shareholders’ agreements, directors’ duties, corporate governance and other matters. Speak to our team today to discuss your requirements.