If you are planning to sell your business here are some points that you ought to consider now:-
1) Tax efficiency
2) Contract renewals
3) Share options
4) Employment contracts
5) Intellectual property
6) Companies House filings
The above are all likely to receive attention during the due diligence given to the transaction by the purchaser.
The fall in the number of construction contracts has been evidenced by a 25% insolvency increase in building firms since the pandemic.
Escalating inflation, delays in significant infrastructure projects, a drop in the construction of new homes and the cost increments of materials are the chief culprits here.
Flat sales in London are up nearly a quarter compared to pre-pandemic conditions and house sales are showing a smaller yet still significant increase. In prime central London renters are being forced to pay more as there are fewer deals on offer, with particular demand in up to two bed properties. Suburban rents have increased even more so.
New leases and renewals are being reported by some of the commercial property mega corporations with rents holding firm even though foot fall remains slightly subdued due to hybrid working. Recent builds especially are of interest.
The First Tier Tribunal (Property Chamber) (FTT) has the jurisdiction to resolve service charge reasonableness disputes such as apportionment and that any agreements on this and other service charge questions that might have been agreed to in the lease are void for FTT challenge purposes, was held by the Supreme Court recently.
To arrive at this decision the Court had to examine section 27A(6) of the Landlord and Tenant Act 1985:-
27A Liability to pay service charges: jurisdiction
(1) An application may be made to the appropriate tribunal for a determination whether a service charge is payable and, if it is, as to—
(a) the person by whom it is payable,
(b) the person to whom it is payable,
(c) the amount which is payable,
(d) the date at or by which it is payable, and
(e) the manner in which it is payable.
(2) Subsection (1) applies whether or not any payment has been made.
(3) An application may also be made to the appropriate tribunal for a determination whether, if costs were incurred for services, repairs, maintenance, improvements, insurance or management of any specified description, a service charge would be payable for the costs and, if it would, as to—
(a) the person by whom it would be payable,
(b) the person to whom it would be payable,
(c) the amount which would be payable,
(d) the date at or by which it would be payable, and
(e) the manner in which it would be payable.
(4) No application under subsection (1) or (3) may be made in respect of a matter which—
(a) has been agreed or admitted by the tenant,
(b) has been, or is to be, referred to arbitration pursuant to a post-dispute arbitration agreement to which the tenant is a party,
(c) has been the subject of determination by a court, or
(d) has been the subject of determination by an arbitral tribunal pursuant to a post-dispute arbitration agreement.
(5) But the tenant is not to be taken to have agreed or admitted any matter by reason only of having made any payment.
(6) An agreement by the tenant of a dwelling (other than a post-dispute arbitration agreement) is void in so far as it purports to provide for a determination—
(a) in a particular manner, or
(b) on particular evidence,
of any question which may be the subject of an application under subsection (1) or (3).
(7) The jurisdiction conferred on the appropriate tribunal in respect of any matter by virtue of this section is in addition to any jurisdiction of a court in respect of the matter.
Commercial tenants have been given a stay of execution by the Government on unpaid rent and evictions, that have accumulated during the pandemic, until March 2022. This has been instituted so that serious negotiations between the parties can now ensue to mitigate any credit damage that would be caused by court judgments.
In March a new arbitration process will commence in an attempt to provide closure for any stubborn organisations.
The Master of the Rolls, Sir Geoffrey Vos, recently handed down a judgment in the Court of Appeal which seeks to clarify how Grounds of Appeal should be drafted:-
i) The grounds of appeal are an essential analytical tool for the court, to enable it to identify the issues which it is being asked to decide: they are not a vehicle for advocacy, which is the role of the skeleton argument.
ii) The starting point in every case must be for the appellant to think through carefully what specific errors the court below is alleged to have made. Once these errors have been identified, they need to be clearly and concisely articulated. In the unlikely event that the grounds are numerous, they must be presented in a structure which makes clear how they inter-relate.
iii) Each ground of appeal must be separately numbered, and the particular passages in which the judge appealed is said to have gone wrong must be specifically identified.
iv) The purpose of the grounds of appeal is to identify the points on which permission to appeal is sought, not to argue those points. Supporting submissions belong in the skeleton argument.
v) It follows that grounds of appeal should be short; in many cases, a few sentences will suffice. In a complex case, grounds of appeal may be longer, but clarity and concision should never be compromised.
This was a case in which exceptionally a permission to reopen a permission to appeal application under CPR 52.30 was allowed.