The Business > Resources > OnHand Counsel's The Business #8 May 2013
OnHand Counsel's The Business #8 May 2013


In this issue:

· announcing the launch of the Association of Independent Business Lawyers

· three articles about warranties in share sales and the recent Sycamore Bidco case


You need an AIBL lawyer!

The Association of Independent Business Lawyers (AIBL) is a recently launched Association with its own website designed to promote and showcase the elite band of experienced specialist business lawyers who like me work independently, ie not in a large commercial services law firm and not full-time in a client’s business. Frankly, the benefits of using AIBL lawyers for almost all types of legal issues affecting businesses should be a no-brainer to anyone who has experience of working with high street firms (AIBL lawyers are experts in their specialist fields) or with large commercial services firms (AIBL lawyers are much better value and you get to deal with them and not a wet-behind-the-ears junior).

Between us we can do pretty much what any full-service commercial law firms can do. So if you have any kind of legal issue you need help with, do please explore the AIBL website to find an AIBL lawyer who can help you with it. If in any doubt, ask me to help.

The AIBL website also allows AIBL lawyers to showcase some of their business articles, such as my timeless classic food for thought article about shareholders agreements.

AIBL are always on the lookout for more AIBL lawyers. If you know any who might fit the criteria please point them in this direction.


New-look articles - aiming to please some of the people some of the time

The trouble with being a ‘company commercial’ lawyer is that, although it’s pretty specialist (I don’t do property, litigation, contentious employment and much else – but I know an AIBL lawyer who does!) it covers a broad range of business issues which businesses of all sorts might come across from time to time. I can’t necessarily know what particular issues are likely to apply to whom and when, so all I can hope is that when any business issue comes along which someone I know needs legal help with, they THINK OF ASKING ME! (And if I can’t help, I will know an AIBL lawyer who can. Or have I said that already?)

In the meantime, in my newsletters I shall update you about recent developments in corporate or commercial law, some of which will hopefully resonate with some of you some of the time. I shall explain some of the context and background law, and perhaps give some specific tips. And then maybe ramble or even rant a bit. To help you decide whether to read them, I shall provide a rating system as follows to guide you, completed by an independent panel of teenage daughters (I’m trying to put them off the law – I want them to go on the stage): Reading time (1-10 minutes); Sophistication level (1 (idiot) – 10 (expert)); Entertainment value (1 (turgid) – 10 (side-splitting)).

The three articles in this newsletter all come out of the recent Sycamore Bidco case, and cover issues relating to warranties in share sales. Worth a read if you’re involved in M&A:

Knowledge and warranties – and how warranty negotiations can pan out

Reading time (1-10 minutes): 4

Sophistication level (1 (idiot) – 10 (expert)): 7

Entertainment value (1 (turgid) – 10 (side-splitting)): 5

One of several  shareholders giving warranties in a share sale? Be careful!

Reading time (1-10 minutes): 2

Sophistication level (1 (idiot) – 10 (expert)): 6

Entertainment value (1 (turgid) – 10 (side-splitting)): 5

Share sales: what’s the difference between ‘The Sellers warrant...’ and ‘the Sellers warrant and represent...’?

Reading time (1-10 minutes): 5

Sophistication level (1 (idiot) – 10 (expert)): 7

Entertainment value (1 (turgid) – 10 (side-splitting)): 4


And finally…

If you would like to talk further about anything covered in this or any other issue of The Business or would like to run any other ideas or concerns past me please give me a call – we’re not called OnHand Counsel for nothing!

Please feel free to forward The Business to any friends or colleagues or any organisations you are involved with whose members may be interested in reading this or future issues.

Please also feel free to ask if you would like to include any of my articles in any publications you are involved with.

And finally finally, I am always grateful for referrals, so if you know anyone whom you think OnHand Counsel could help please point them in this direction! Especially business owners and directors who have some experience of instructing City or good regional law firms, who will more easily appreciate the benefits.


All the best,

Andrew James


OnHand Counsel Limited

Tel: 01727 867289

Registered in England and Wales no. 6724116 .
A recognised body regulated by The Solicitors Regulation Authority ref: 498653.



Andrew James