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Family Investment Companies (FICs)

Bermans’ corporate team advises individuals, families and their advisors on the formation, structuring and ongoing governance of FICS as an effective vehicle for wealth preservation, succession planning and tax-efficient asset management.  FICs enable families to retain control over investment strategy while passing value to the next generation in a structured, long-term manner.

Working in collaboration with tax advisors, wealth managers and accountants we can help clients navigate the regulatory and compliance requirements relevant to FICs while also addressing key considerations such as confidentiality, control and risk management.

How can we help?

We would always recommend seeking professional accounting and taxation advise before deciding to put a FIC structure in place but, if you do decide that a FIC would be right for you, we can assist in all stages of its implementation, from incorporating the FIC entity, drafting its constitutional documents, and dealing with the transfers of shares both to it (in other companies) and in it (to family members or trusts).

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Employee Ownership Trusts

What is an employee ownership trust (EOT)?

We act for business owners, trustees and management teams on the structuring, establishment and implementation of EOTs.

EOTs provide a tax-efficient and employee-aligned alternative to traditional MBOs, trade sales, listings and assets sales and enable owners to sell their business to a trust that holds the company for the long-term benefit of its employees.  Our experience of EOTs mean that we have understand the unique requirements and dynamics of selling to an EOT, including maintaining operational continuity and establishing effective trust governance.

We can assist with:

  • Setting up the company to act as the trustee of the EOT
  • Preparing the trust deed between the company and the EOT trustee, detailing the terms on which the company’s shares will be held for the benefit of the employees
  • Preparing the constitutional documents of both the company and the EOT trustee
  • Drafting and advising on the share purchase agreement relating to the sale of the shares to the EOT trustee
  • Advising on any documents or structures relating to the funding of the transaction.

If you’re an owner exploring exit options or an advisor supporting a client’s transition, we’d be happy to provide our support and practical guidance to assist with discussing the benefits of implementing an EOT structure.

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Share Buybacks – When Are They Void?

A share buyback (a process whereby shares in a company are bought by the company itself and cancelled) is a popular and relatively less-complex way for companies to provide an exit route for, or return surplus cash to, its shareholders. Whilst the law and procedure for carrying out a share buyback is quite clear and straightforward, we have dealt with a number of instances where the validity of a share buyback has been questioned and further action required to be taken in order to ratify the validity of a buyback transaction.

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Buying distressed businesses

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In this article, Jon Davage outlines some pointers for those seeking acquisition opportunities via an insolvency process.

The folding of a company may be catastrophic for the stakeholders of the relevant company, but insolvencies provide buyers with the ability to acquire assets and valuable customer contracts at reduced prices. However, acquisitions of this type are not without their perils and often have hidden costs. Here are some issues to consider before you embark on this type of deal.

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How FinTech could be the future of your business

‘FinTech’ or financial technology is a phrase increasingly used in the media, the finance sector and the business world in general. In the broadest sense, financial technology is any technology that is used and applied in the financial services sector which improves the delivery of financial services. But what does that mean and why should you care that it is one of the fastest growing areas for venture capitalists or that the sector generated almost £7billion revenue in 2016?

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Robin Hastings

Partner

Robin joined Bermans in December 2015 and became a Partner in the Corporate department in 2022.

He qualified as a solicitor in 2011 having trained in London.

Robin advises clients ranging from start-ups to large companies on a range of corporate matters including mergers and acquisitions, private equity and venture capital investments, reorganisations, joint ventures, incorporations and corporate governance issues. He also regularly advises on employee share and incentive schemes.

Robin was ranked by Experian Corpfin as first in the North West for deals worked on in 2013, 2014 and 2018 and also first in the UK in 2014.


Email: robin.hastings@bermans.co.uk

Tel: 0161 827 4619


 

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Jon Davage

Managing Director & Head of Corporate

Jon is Bermans Managing Director and Head of Corporate, having joined Bermans as a Corporate Partner in January 2012.

Jon spends time across both of the Manchester and Liverpool offices, working closely with practice area leaders and the operations team to ensure our people and clients remain at the heart of everything Bermans do.

Clients include a variety of companies, many of whom are owner-managed SMEs but also larger corporates.He has worked with clients across a range of sectors but has particular expertise in the financial services, high growth technology, creative/media and healthcare (particularly ophthalmic) sectors.Jon’s knowledge and experience allows him to provide clients with clear direction through what can be quite complex processes.In 2021, Jon contributed a chapter to ‘ From the Factory Floor: We Build Tech Companies’ – a book written by Bermans clients https://thestartupfactory.tech/.The book aims to help entrepreneurs launch and build better and more successful tech businesses.Jon’s chapter focuses on the legal building blocks needed to establish good corporate governance which sets the framework for growth, investment and ultimately exit.

Sign up for a FREE copy of “From the Factory Floor” now at the bottom of this article:

Jon Davage, Head of Corporate and author!

Email: jon.davage@bermans.co.uk

Tel: 0161 827 4618

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