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Bi Monthly Newsletter<br />
Business News<br />
Spring 2016 | 01<br />
In this edition of our Newsletter we<br />
discuss our new Global offering.<br />
Whats new in the legal world. The<br />
effect the budget will have on new<br />
business<br />
A new Global offering<br />
from Business Law Online<br />
2<br />
Doing business with family<br />
and friends. How to stay<br />
professional.<br />
6<br />
How Business Law Online<br />
helped one SME by supporting<br />
growth and reducing costs with<br />
its fixed price solution<br />
4
Business Law<br />
Online goes global<br />
Contents<br />
Page 2<br />
The new Global offering. How Business<br />
Law Online supports businesses across<br />
the globe.<br />
Page 3<br />
The Business Law Online portal goes live<br />
Page 4.<br />
Case study how Business Law Online<br />
supports one SME with its fixed price<br />
solution<br />
Page 5<br />
Latest HR News<br />
Page 6<br />
Doing business with Family and friends.<br />
How to stay professional<br />
Page 7<br />
The March 2016 Budget and the effect it<br />
has on business<br />
Page 8<br />
The EU Data protection framework is<br />
<strong>final</strong>ly agreed<br />
Business Law Online is now<br />
offering its customers the<br />
opportunity to extend its fixed<br />
price solution globally. With a<br />
legal presence in most of Europe,<br />
Australasia and North America<br />
it is ideally placed to support UK<br />
companies looking to expand<br />
operations overseas. It is the<br />
only legal services company in<br />
the UK who is able to provide its<br />
customers with a one stop shop<br />
for legal services globally, on a<br />
fixed monthly fee<br />
In an interview with the CEO of Business<br />
Law Online Robert Taylor, we asked him<br />
why he had taken the unusual step of<br />
expanding globally.<br />
“Our business is all about supporting our customers<br />
to the best of our abilities in a cost effective manner.<br />
When our customers come to us with statements like;<br />
I desperately need legal representation in x country<br />
and I don’t know who to use , how to find them and<br />
I just don’t have the time to do the research and<br />
appoint someone, can you help! We felt an obligation<br />
to do something to assist.<br />
We looked for a number of ways to support them and<br />
to offer the same degree of comfort and protection<br />
we offer all our customers in the UK. Initially we<br />
were going to build a relationship with a number<br />
of legal practices accross the globe and negotiate<br />
advantageous rates that our clients could take<br />
advantage of. This became problematic for a number<br />
of reasons. Firstly companies and legal practices<br />
offering a fixed price service similar to our offering<br />
in the UK were in short supply or just did not exist<br />
Secondly the cost of doing business in some of the<br />
jurisdictions was prohibitive and went against our<br />
key principle of offering a cost effective professional<br />
and timely service.”<br />
The board took the decision at the beginning of<br />
the year to extend the fixed price service to existing<br />
customers globally. Initially we mirrored our legal<br />
teams in the jurisdictions where our global clients<br />
operated and we have gradually built on this. We<br />
can now offer new clients global coverage for a fixed<br />
monthly fee.<br />
2<br />
Newsletter | March 2016
“It’s refreshing to deal with a legal firm<br />
that wants a true long term partnership<br />
with its customers. They not only provide<br />
a quality service but with a pricing<br />
structure that is within the reach of all<br />
small and mid-market companies.”<br />
Shez Cheema CEO<br />
The Business Law<br />
Online Portal<br />
goes live.<br />
Business Law Online now offers<br />
all its fixed price clients access to<br />
the Business Law Online bespoke<br />
portal.<br />
The portal is a secure place where all<br />
matters undertaken by our Lawyers<br />
can be viewed and monitored in real<br />
time.<br />
the current status of their workload being<br />
undertaken by our lawyers.<br />
The portal includes smart filters, key word<br />
search parameters, and version control with<br />
old documents being automatically archived.<br />
You can even send documents for electronic<br />
signature direct from the portal.<br />
For no extra fee customers can upload all their<br />
historic contracts and legal documents to the<br />
portal, setting up what is in essence a virtual<br />
data room. This ensures their most sensitive<br />
business documents are secured, accessed<br />
and released on a need-to-know basis with<br />
them setting and determining access and<br />
permissions. You can then track all activity.<br />
The portal is a 256-bit encrypted system<br />
accredited by UKAS with the ISO/IEC 27001<br />
information security Management systems<br />
certificate, and with an uptime of 99.9% you<br />
can be assured that your data will be secure<br />
and accessible at all times.<br />
All format documents can be uploaded to it<br />
with customers having real time access to view<br />
Newsletter | March 2016 3
A case study. Working with an<br />
SME on a fixed price contract<br />
“Working with Business Law<br />
Online supports our growth and<br />
ensures we are fully protected<br />
when doing business with<br />
organisations far larger than<br />
ourselves. It is a relationship that<br />
works well for us and we are<br />
confident that it will continue to<br />
do so”<br />
Tony Martino MD Tollring<br />
The purpose of this case study is to showcase how Business Law Online’s legal services can help<br />
businesses manage their legal requirements, remain compliant with current laws and provide them<br />
with an accurate means of budgeting for their legal costs.<br />
The customer: Tollring<br />
Tollring is a market leading software<br />
developer providing feature-rich,<br />
technologically advanced communications<br />
management solutions.<br />
Tollring develops innovative solutions<br />
that compliment business processes<br />
and facilitate regulatory compliance. Its<br />
comprehensive portfolio of cloud based<br />
and locally installed solutions focuses<br />
on service provider analytics, fraud<br />
management, cloud billing services,<br />
customer level call analytics and call<br />
recording applications.<br />
Tollring solutions have been successfully<br />
deployed to over 8,000 businesses in both<br />
the private and public sectors across the<br />
UK, Europe, USA and Australia, delivered<br />
via a number of global communications<br />
service providers, global OEMs and leading<br />
resellers in the Telecoms and IT Industries.<br />
The Challenge<br />
Tollring’s business growth meant that it<br />
was in a situation where it was becoming<br />
increasingly difficult for it to manage its<br />
legal documentation. The company’s<br />
leadership team had concerns whether its<br />
existing legal contracts and policies would<br />
adequately protect them in the event of<br />
dispute. As Tollring began to win contracts<br />
with larger organisations, the way it sold<br />
its products began to change, becoming<br />
more complicated. It soon became<br />
clear that it needed a legal practice<br />
whose lawyers could provide specialist<br />
commercial and corporate skills and a<br />
legal team that would work seamlessly<br />
with Tollring management, to allow them<br />
to quickly adapt to new go-to-market<br />
models and ensure that their internal<br />
controls were sufficient to enable them to<br />
mitigate trading risk.<br />
The company recognized that it required<br />
a library of legal documents for its sales<br />
channels and, in addition, bespoke<br />
agreements for complex OEM sales. As<br />
part of its expansion, Tollring began to<br />
develop a network of overseas resellers<br />
requiring contracts that would ensure<br />
Tollring remained in control. Additionally, as<br />
with all growing companies, Tollring needed<br />
to ensure its internal controls were in place,<br />
including matters such as its employment<br />
contracts and policies.<br />
The Discussion<br />
The company had been using a high street<br />
solicitor on an ad hoc basis. This meant<br />
they would have to instruct the solicitors<br />
individually, and in great depth, each time<br />
legal support was required. The solicitors<br />
practice, though capable, had no working<br />
knowledge either of Tollring’s business or<br />
the industry it was in.<br />
The process of finding the right legal<br />
expertise for their business was a challenge<br />
in itself. Whilst the high street solicitors<br />
lacked the experience and knowledge of<br />
the business and the industry, a city firm,<br />
though it had the capabilities, would prove<br />
too large and costly. It was a concern that,<br />
in the event of Tollring instructing a larger<br />
firm of lawyers, due to its size, Tollring may<br />
not get the level of customer service it<br />
4<br />
Newsletter | March 2016
needed with an inexperienced junior lawyer managing its workload.<br />
The additional risk of Tollring being subject to invisible and constantly<br />
escalating costs meant the company did not wish to pursue this route.<br />
Following a lengthy review of the legal services market, Tollring<br />
concluded that there seemed to be little legal support available for a<br />
medium sized organization such as Tollring.<br />
The Solution<br />
Tollring was introduced to Business Law Online by one of its service<br />
providers – it was agreed that Business Law Online would conduct a<br />
review of Tollring’s existing legal documentation and policies and make<br />
recommendations as to what was needed.<br />
As Tollring’s business was going through a transitional period, it required<br />
a legal firm that could be drawn upon as, and when needed. Business<br />
Law Online’s fixed price model meant that Tollring would have visibility<br />
of its legal costs, up front – the model works on a subscription basis, with<br />
clients paying a monthly fee over a 12-month contract period which<br />
simplifies budgeting. Business Law Online’s service level agreements<br />
mean that work is completed in a timely manner, with each client having<br />
a single point of contact.<br />
The Business Law Online lawyer would act as an extension of Tollring’s<br />
own workforce, as they would if the company had its own in-house<br />
legal counsel. Furthermore, Business Law Online’s ability to manage<br />
work internationally meant there would be no issue with sourcing legal<br />
support overseas and subsequently managing it – the single point of<br />
contact would coordinate all work, even internationally, with local lawyers<br />
being available for face to face meetings as required.<br />
This was a very attractive proposition to Tollring since its evolving<br />
business meant it needed scalable professional legal support both in the<br />
UK and overseas. The added benefit of the ability to budget in advance<br />
and spread its legal costs over the course of the financial year presented<br />
the solution that Tollring had been seeking.<br />
HR News<br />
From 1 April, the new National Living<br />
Wage of £7.20 was applied to workers of<br />
25 and over .<br />
From 6 April, tribunal compensation limits<br />
and a week’s pay increase.<br />
The upper limit on the compensatory<br />
award will be £78,962 and a week’s pay<br />
will be £479. There are other changes to<br />
Employment Tribunals including new<br />
rules on postponements, and penalties<br />
for employers who fail to pay amounts<br />
awarded against the or agreed through<br />
ACAS.<br />
The budget brought further changes:<br />
Termination payments of over £30,000 to<br />
be subject to employer NI contributions.<br />
As previously announced, the government<br />
will consult on extending Shared Parental<br />
Leave to Grandparents.<br />
The government is considering restricting<br />
some salary sacrifice benefits.<br />
Employers will receive money (10% of their<br />
apprentice levy) to put towards apprentice<br />
training.<br />
Tony Martino, Tollring’s Managing Director comments:<br />
Tony Martino Tollring Managing Director<br />
“As our business was growing and<br />
changing, we recognised that we needed<br />
more stringent legal controls, with watertight<br />
contracts that would protect us if<br />
required, especially as we expanded our<br />
products and services into new territories<br />
such as the USA and Australia.<br />
We considered the options, including<br />
employment of in-house counsel, a local<br />
solicitor or a city firm, however each posed<br />
its challenges such as overall cost, or<br />
apparent lack of industry experience.<br />
After discounting these various options,<br />
we made the decision to use Business Law<br />
Online who work with us on a fixed price<br />
model. We have our own point of contact<br />
who understands our business and has<br />
become an extension of our own team.<br />
Support is available outside of standard<br />
office hours, even internationally, so we<br />
can just pick up the phone whenever we<br />
have questions, which is hugely valuable<br />
to us.<br />
We feel that working with Business Law<br />
Online supports our business growth and<br />
ensures that we are fully protected when<br />
doing business with organisations far<br />
larger than ourselves. It is a relationship<br />
that works well for us and we are confident<br />
that it will continue to do so.”<br />
Newsletter | March 2016 5
Doing business with friends<br />
and family how to stay<br />
professional<br />
You spend more time with a business partner than you do<br />
with anyone else so it makes sense to team up with someone<br />
you like, trust and respect. Having said this, as great as a<br />
partnership with friends or family sounds, it can be fraught<br />
with obstacles. Much like a marriage, it’s a legal agreement<br />
between two individuals. So before you commit to the<br />
relationship you must be sure you can weather the storm, for<br />
better or for worse.<br />
You need to know that if everything goes wrong down the line you can protect<br />
your self so what is the best way to do this.<br />
“Going through a divorce with my husband and<br />
business partner. It was a godsend knowing that I<br />
had engaged with Business Law Online when setting<br />
the business up it made the separation so much<br />
easier”<br />
Victoria Hodges<br />
Business Law Online have<br />
packages available to support all<br />
sizes of businesses whether you<br />
are just starting out, or are about<br />
to take that next step.<br />
We are here to ensure you don’t<br />
make the costly mistake of not<br />
protecting your business and your<br />
investment.<br />
For as little as £250 per month you<br />
can have your own lawyer on call<br />
to give you that peace of mind and<br />
to resolve those ongoing issues.<br />
6<br />
First of all<br />
You need to decide what you want from the business. Where you see it going<br />
and who does what. Develop a strategy be sure that all parties are working on<br />
the same page. Make decisions now for example holidays, sickness cover and<br />
dealing with dependants. Cover as many concerns as possible and decide on<br />
contingencies<br />
Decide who owns what<br />
Decide who owns what percentage of the business. You may split the ownership<br />
50/50, but there may be reasons for not doing this. Maybe one party will work full<br />
time Vivamus and one may opt to work part time? maybe one has more capital to invest<br />
and this needs to be reflected in the ownership.<br />
Donec at libero<br />
Put together a contract<br />
Sed convallis<br />
Create a formal written agreement describing who owns what, who does what,<br />
what Suspendisse happens if someone want to leave the business and how the business is to<br />
be structured eg Limited company, Partnership etc. (Seek professional advice)<br />
contd page 7<br />
Newsletter | March 2016<br />
“Companies pay too much attention to the cost<br />
of doing something. They should worry more<br />
about the cost of not doing it.”<br />
Philip Kotler
Budget 2016: Treasury clarifies EIS<br />
and VCT legislation.<br />
Steps have been taken to ensure the legislation regarding changes<br />
made to VCT and EIS products announced in last year’s Summer<br />
Budget is clear and works as intended.<br />
Doing business with<br />
friends and family contd.<br />
Draw up a shareholders agreement<br />
This is a vital part of protecting the business and you<br />
stake in it. It prevents arguments occurring later down<br />
the line.<br />
Think of the shareholders agreement as a marriage<br />
pre-nup. It will define what is to happen if people<br />
want to go their separate ways. It is there to not only<br />
to protect the business itself but also to protect your<br />
investment in it.<br />
The need to clarify the legislation emerged after investors were left<br />
confused about the shift to direct new VCT money towards earlier<br />
phase investments.<br />
In today’s Budget, the Treasury said legislation will be introduced in<br />
the Finance Bill 2016 to ensure the five-year period for determining<br />
the average turnover amount ends immediately before the beginning<br />
of an investee company’s last accounts filing period.<br />
For knowledge-intensive companies, it will ensure the relevant three<br />
preceding years for the operating costs conditions also ends before<br />
the beginning of the filing period.<br />
A firm’s most recently filed accounts will be used to determine these<br />
periods, and a new condition will be introduced to clarify the nonqualifying<br />
investments a VCT may make for liquidity management<br />
purposes, with effect from 6 April.<br />
The agreement should as a minimum set out the<br />
rights and obligations, regulate the sale of shares in<br />
the company,describe how the company is to run,<br />
provide some protection for minority shareholders<br />
and define how important decisions are made.<br />
What should you include in your agreement.<br />
1. Issuing and transferring of shares including<br />
provisions to prevent unwanted 3rd parties acquiring<br />
shares and how a shareholder can sell shares.<br />
2. Proved some protection for shareholders having<br />
less than 50% of the share holding. Include the<br />
requirement for certain decisions to be agreed by all<br />
shareholders<br />
3.How the company is to run. This should include the<br />
appointment, removal and paying of the directors.<br />
Deciding on the direction the business is to take.<br />
The provision of information to the shareholders.<br />
Any large capital requirements and how this is to be<br />
financed and any Banking arrangements<br />
4. The paying of dividends<br />
5. Any competition arrangements.<br />
6. Dispute resolution arrangements.<br />
A <strong>final</strong> warning<br />
Don’t end up in a complicated , distressing and costly<br />
legal battle down the line because you failed to get<br />
the basics right.<br />
Working with friends and family can be hugely<br />
rewarding but make sure you get things formalised<br />
before you start to trade.<br />
In last summers budget. The Government<br />
announces VCT forum to clarify new rules but<br />
investors were left confused in this years budget<br />
the Government seeks to clarify.<br />
However, if the end of the last accounts filing period falls more<br />
than 12 months before the date on which the investment is made,<br />
the five- and three-year periods end 12 months before the date<br />
the investment is made.<br />
The Treasury said there would be a “negligible” impact on<br />
individual investors as changes to the determination of relevant<br />
years are technical in nature and should be more advantageous to<br />
the company in most cases.<br />
But the new rules may prevent a small number of older<br />
established companies from being eligible for investment under<br />
EIS, it said.<br />
Companies may apply the current rules for investments received<br />
before 6 April in the event they are more advantageous.<br />
Newsletter | March 2016 7
In The Next Issue<br />
• We expand on changes in HR Law<br />
• We look at the law around Health<br />
and Safety and your obligations as an<br />
employer<br />
• A case study on how we assist a<br />
technology SME to transform their<br />
business processes<br />
• Further advice for new start up<br />
businesses. Keep on the straight and<br />
narrow.<br />
• We give some examples of what can<br />
go wrong if you don’t have the right<br />
advice<br />
• We outline our new bursary scheme<br />
for new start ups and give details on<br />
how to apply.<br />
• We have a quick look at some future<br />
changes in legislation which may<br />
affect the way you do business.<br />
The EU General Data Protection<br />
Framework is <strong>final</strong>ly agreed.<br />
After years of discussion. Political agreement has now<br />
been reached on the future direction of this important<br />
regulation. While it is accepted that this will not come into<br />
force immediately. It will include some onerous obligations<br />
and is likely to have an immediate impact.<br />
Are there things we should be doing now. Yes we can take steps<br />
to prepare as many of the obligations will take time to integrate.<br />
Prepare for Data security breaches - Ensure that you have policies and<br />
procedures in place to enable you to react in a timely manner should a breach<br />
occur.<br />
Introduce “Privacy by Design” this is an approach whereby you protect privacy<br />
by embedding it into the design specification of technologies, physical<br />
infrastructures and business practices of all new systems and processes<br />
Let’s keep in touch<br />
Business Law Online Ltd<br />
Quatro House, Lyon Way,<br />
Camberley, Surrey, GU16 7ER<br />
ph. +44 (0) 1276 804 432<br />
e. info@business-law-online.com<br />
visit our website<br />
for more information<br />
www.business-law-online.com<br />
Be accountable - Put policies and procedures in place to ensure you meet the<br />
required standards. Continually monitor, review and assess your data processing<br />
procedures with a view to reducing the amount of data being processed and<br />
stored. Continually audit your processes and staff to ensure they understand<br />
their obligations.<br />
Consider what is the legal basis on which you use personal data. Check whether<br />
your documents and forms of consent are adequate and check that consents<br />
are freely given, specific and informed. You will need to bear the burden of<br />
proof.<br />
Check your privacy notices and policies. Policies must be transparent and easily<br />
accessible.<br />
Have thought for the rights of any data subjects for example the right to<br />
erasure. If you store personal data consider whether you have legitimate<br />
grounds for its retention.<br />
If you provide services to others give consideration if you have new obligations<br />
as a processor. If you obtain data from a third party determine and document<br />
your respective responsibilities<br />
Beware of any international data transfers. Consider whether you have a<br />
legitimate right to transfer data to jurisdictions that don’t have the same data<br />
protection regulations as non compliance penalties can be severe.