News

  • Amending Articles of Association: When, Why and How 

    29 October 2025

    Your company’s Articles of Association are its internal rulebook. They set out how directors make decisions, how shares can be issued or transferred, and what rights shareholders have.  In most cases, it’s best not to amend your Articles unless there is a clear legal or practical reason to do so. The Articles are intended to provide long-term stability and certainty for the company and its shareholders, and frequent changes can lead to confusion or inconsistency. We tend to advise clients…
  • Articles of Association vs Shareholders’ Agreement

    29 October 2025

    When you set up a limited company in the UK, two key documents govern how it operates: the Articles of Association and the Shareholders’ Agreement. These documents often address similar topics but serve different purposes. The Articles of Association provide a stable constitutional framework, while your Shareholders’ Agreement can be used to cover detailed or changeable matters such as decision-making, share transfers, or exit arrangements. Below, we explain the difference between them and how they work together. What Are Articles…
  • How a Startup Should Approach the Articles of Association 

    29 October 2025

    When setting up a company in England and Wales, one of the first legal documents you will encounter is the Articles of Association. The Articles form the legal foundation of your company, defining what it is, what it can do, and how it must operate.   If you are launching a startup, you should not overlook their importance, as they will shape how decisions are made and how disputes are handled in the future. They set out the legal relationship…
  • Understanding Good Leaver, Bad Leaver Provisions 

    29 October 2025

    If you’re running a company or preparing to issue shares to employees or co-founders, it’s important to think about what happens when someone leaves. Good leaver, bad leaver provisions help you manage this fairly and protect your business from future disputes.  These clauses, which are usually included in a shareholders’ agreement or the company’s Articles of Association, set out the terms on which a departing shareholder must sell their shares. They allow you to reward those who leave on good…
  • The Startup Road Map from a Legal Perspective

    15 October 2025

    When you start a new business, the excitement of developing your idea and building a team often takes centre stage. However, you should not overlook the legal foundations that support your growth. This roadmap outlines the key legal steps you should take as a founder planning to scale your business and attract investment.
  • The Enterprise Investment Scheme: Tax Relief for Investors

    23 September 2025

    The Enterprise Investment Scheme (EIS) is one of the UK government’s key initiatives to encourage investment in early-stage companies. It provides generous tax reliefs to individuals who invest in qualifying businesses, making it more attractive to back start-ups that might otherwise struggle to raise funds. For growing companies, EIS can be an excellent source of capital to support their development.
  • The SEIS Scheme and Commercial Law: Legal Considerations for Funding Rounds

    23 September 2025

    The Seed Enterprise Investment Scheme (SEIS Scheme) is one of the most widely used initiatives for helping very young companies raise finance. It offers attractive tax reliefs to individual investors who take a risk on start-ups. Although the scheme is mainly about tax and accountancy, it also raises important commercial law issues for founders and investors.
  • The Importance of Warranties in Funding Round Negotiations

    28 August 2025

    When raising investment, businesses often focus on the commercial terms such as valuation, share price and voting rights. But the legal details in funding documentation are just as important. One of the most significant elements is the inclusion of warranties. These assurances can directly affect the liability of founders and the confidence of investors
  • Founders, Funding Rounds and Financial Promotions

    28 August 2025

    Raising investment is a key milestone for most start-ups and early-stage businesses. Founders often look to funding rounds as a way to secure growth capital, bring in strategic investors and increase their company’s profile. Alongside the commercial aspects, there are important legal requirements to consider, particularly around financial promotions. In this article, we explain how the law regulates investment communications and explain how you can help avoid mistakes that could delay or even prevent a deal.
  • Managing Equity Investment and Shareholder Dilution

    28 August 2025

    For founders and early investors, this is one of the biggest trade-offs of equity investment. The business gains the capital it needs to grow, but the original shareholders may own less of the company and have less influence than before. Understanding how dilution works, and how to manage it, is essential for anyone planning a funding round.