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Directors of Companies in Financial Difficulties

While a company is trading solvently, the duties of the directors are owed to the company for the benefit of present and future shareholders. However, once the company becomes insolvent, or there is doubt as to its solvency, the directors must also consider or act in the interests of the company’s creditors in order to […]

Board Meetings

The management of a company is invariably delegated, under the company’s articles, to the board. Articles will typically provide that the business of the company is to be managed by the directors, who are empowered to exercise all the powers of the company, the powers must usually be exercised by the board collectively at a […]

Acting As A De Facto Or Shadow Director

The Companies Act 2006 (CA2006) simply defines a director as including any person occupying the position of director, by whatever name called. However, general principles have been established in case law, including the recent Court of Appeal case of Smithton v Naggar ([2014] EWCA Ci 939). A de-facto director (or director ‘in fact’) is someone […]

Payment for Construction Works

Payment for construction works is usually paid in instalments, however on very small projects alternative payment methods such as payment upfront or payment on completion may be utilised. Payment in construction is statutory protected under Part two of the Housing Grants, Construction and Regeneration Act 1996 (HGCRA). All construction contracts entered into before October 2011 […]

Shareholder Remedies

Private Limited companies are owned by the members, these shareholders are there at the beginning when everything is hunky dory, and perhaps lodge significant funds, but if overtime these initial members are side-lined or a dispute arises between the members what can the shareholder do. This blog post gives a bite sized overview of the […]


Overview of Buying a Private Company

There are two principal methods of acquiring the business of UK company: Buying the shares in the target company Buying the target company’s business and assets A company may seek to develop its business in many ways, including expansion by acquisition. Once a specific target has been identified, the buyer can begin to assess its […]

Extensions Of Time

There are three key aspects to a building or engineering contract in connection with the timing of that project: The date for completion The mechanism for changing (extending) the date for completion The consequences for the parties of a failure to meet the date for completion At the outset, particularly if a project includes works […]


A construction contract will define the works that the contractor must deliver and, unless it contains provisions to the contrary, neither party is entitled to unilaterally change the scope. Since changes will often be necessary or desirable, a contract will typically contain a mechanism to allow the employer to order a variation. Normally a contractor […]

Settling A Commercial Dispute

It is always a sensible consideration when involved within a commercial dispute to consider settling, but there are many things to be aware of before a settlement is completed, below are some of the main pints you should consider when contemplating a settlement. Why settle? A settlement gives the business certainty and closure and avoids […]