Business Formation and Structuring Services

Choosing the correct legal structure is one of the most critical decisions when starting a business. In the UK, common options include sole trader, partnership, limited company, and limited liability partnership (LLP). Each structure offers different levels of legal and financial protection, tax obligations, and regulatory requirements. Our solicitors provide tailored advice on:

• Sole Trader: This is the simplest structure, where one individual owns and operates the business. While it’s easy to set up, it offers no personal liability protection, meaning personal assets could be at risk if the business incurs debts.
• Partnership: In a partnership, two or more people share ownership and responsibilities. Partnerships can be straightforward to establish, but, like sole traders, partners share liability for debts and legal obligations.
• Limited Company: A limited company is a separate legal entity from its owners, providing limited liability protection. It offers potential tax benefits and greater credibility, but it also comes with more stringent regulatory and reporting requirements.
• Limited Liability Partnership (LLP): An LLP combines features of partnerships and limited companies, providing limited liability while maintaining a flexible partnership structure. It is popular for professional services firms and joint ventures.

Our legal team guides you through the pros and cons of each structure, helping you select the one that aligns best with your business goals, growth plans, and risk tolerance.

Once a business structure has been selected, the next step is registration. In the UK, limited companies must register with Companies House, the government body responsible for company incorporation and regulation. Our solicitors help streamline this process, ensuring compliance with all legal requirements:

• Company Name Verification and Registration: Choosing a unique name that meets Companies House regulations is essential. Our team verifies your chosen name’s availability, advising on any restrictions or required adjustments to meet registration standards.
• Director and Shareholder Details: Directors and shareholders play critical roles in limited companies, and accurate documentation of their details is required for registration. We ensure all necessary forms are correctly completed, including appointment of directors, shareholder identification, and share allocation.
• Articles of Association: These are the rules governing the company’s operation. We can help you draft tailored articles of association or adapt standard articles to reflect your specific requirements and management style.
• Statutory Compliance: We guide you through ongoing compliance requirements, including filing annual returns and maintaining statutory records, to avoid penalties and ensure your company’s legal standing.

Our approach ensures that every aspect of registration is handled professionally, so your business starts off on a strong, compliant footing.

A well-drafted shareholder or partnership agreement is essential for businesses with multiple owners. These agreements establish the rights, responsibilities, and obligations of each party, helping to prevent disputes and protect each owner’s investment. Our team assists with:

• Roles and Responsibilities: Clearly defined roles and responsibilities for each shareholder or partner reduce misunderstandings and foster a productive working relationship.
• Profit Distribution: An agreement should outline how profits (and losses) will be distributed. In a partnership, this may be based on contributions or fixed percentages, while shareholders often receive dividends proportionate to their shareholdings.
• Decision-Making Processes: Effective agreements clarify how decisions are made, ensuring significant business matters, such as acquisitions, hiring, or borrowing, follow a structured process.
• Exit and Transfer Provisions: This covers scenarios where a partner or shareholder decides to leave, retires, or transfers their interest. Clear exit terms prevent future conflicts and support business continuity.

By drafting agreements that address potential conflicts proactively, we help protect the long-term stability and success of the business.

Good corporate governance is crucial for ensuring that a business operates ethically, transparently, and in line with legal obligations. This is especially important for businesses with multiple stakeholders, as it helps maintain trust and accountability. At Godwin Austen Solicitors, our services in this area include:

• Director Duties and Responsibilities: Directors of limited companies must meet certain statutory duties under the Companies Act 2006, including promoting the success of the company and avoiding conflicts of interest. We provide training and guidance to ensure directors understand and meet these obligations.
• Board Meetings and Resolutions: Proper conduct of board meetings and the recording of resolutions are key aspects of governance. We advise on the formalities required for board meetings, including agenda-setting, minute-taking, and resolution documentation.
• Shareholder Rights: Our team ensures shareholders understand their rights, including voting rights and entitlements to dividends. Clear governance policies help avoid shareholder disputes and promote fair treatment of all stakeholders.
• Compliance and Reporting: Regular compliance with statutory requirements—such as filing annual accounts and reporting changes in company information—is critical to maintaining a good standing. We assist in establishing internal processes to ensure timely and accurate reporting.

Good corporate governance provides a framework for sustainable growth and can enhance the business’s reputation and attractiveness to investors.

Choosing a distinctive business name is important, but protecting it is equally critical. Registering a trademark not only secures exclusive rights over your business name but also prevents others from using a similar name, logo, or brand. Our team offers guidance on:

• Trademark Searches and Applications: We conduct searches to verify that your proposed business name or logo doesn’t infringe on existing trademarks, reducing the risk of legal issues down the line.
• Trademark Registration: Our solicitors handle the application process with the UK Intellectual Property Office (IPO), ensuring that your business name, logo, or slogan is registered correctly and that all necessary documentation is in place.
• Trademark Enforcement: In cases where competitors use a name or logo similar to your trademarked brand, we can enforce your rights through cease-and-desist letters or, if necessary, litigation.

By safeguarding your intellectual property, you create a secure brand identity that can grow without interference from competitors.

Establishing a business with the right legal structure, agreements, and protections is essential for long-term success. At Godwin Austen Solicitors, our expert team is here to guide you through every step of business formation and structuring, ensuring that you are compliant, protected, and well-positioned for growth. From selecting a suitable business structure to protecting your brand, we’re dedicated to providing the comprehensive legal support your new business needs.