Shareholding Advice - Who?

VB

I am currently a shareholder in company A and have been offered the opportunity of amending my shareholding to one in company B, losing all rights to Company A if I do so.

I don't want to go into all the details but I am basically wondering where do I go for advice? I want someone that can review the options on the table and advise me accordingly.

I am not sure if its an accountant or a solicitor (or someone else) that I need!

Hoping someone can advise me of the best place to start. Many thanks.

mrawkward

Financial advice...see an accountant. Legal advice.. See a solicitor. Not enough info given to say which!

VB

thanks, its both really. I know I didn't give much info, sorry.
I don't have it all in front of me. I was hoping to find a 'one stop shop' solution!

Financial advice:
- impacts of the options I am being given for myself and for my family
- the financial position of each company

legal advice:
- what each of the options really mean to me e.g. preference shares , memo of agreement etc. to my position in the company, financially (profit sharing/bonus) etc.

mrawkward

Most of this should be self evident based on collecting all the information and the application of a good dose of common sense. A healthy scepticism of the motivation and reasoning behind it will help. Trust is a very important factor. Ask the professionals the specifics of what you do not understand but remember if you ever need to rely on the actual legal agreements you are in serious doodoo already! Agreements are the ground rules that guide the deal, infringement is a whole different ball game!

antoinolachtnai

I would be inclined to start with the accountant.

Really, what you are looking for is what a partner in a large law firm described to me as 'commercial' advice. You might find this in a law firm or you might find this in an accountants, though I think the accountants is more likely. But really, what you need is help to understand the overall structure of the deal and what the benefits and drawbacks are for the company as a whole, and for you. To understand the company's situation you might need an advisor with experience of the particular sector.

mrawkward

antoinolachtnai wrote: »

I would be inclined to start with the accountant.

Really, what you are looking for is what a partner in a large law firm described to me as 'commercial' advice. You might find this in a law firm or you might find this in an accountants, though I think the accountants is more likely. But really, what you need is help to understand the overall structure of the deal and what the benefits and drawbacks are for the company as a whole, and for you. To understand the company's situation you might need an advisor with experience of the particular sector.

I agree, but am struck that the OP is looking a little too hard at outsourcing the decision process.

antoinolachtnai

For sure, I agree, but I also see the OP's problem.

Ideally the OP would know exactly what to do. He is in the situation that he knows he doesn't and wants to get the best expertise he can.

It is common enough in family business situations.

People should have commercial knowledge if they want to be shareholders in business, and I agree with that, but it often doesn't work out that way.

Ultimately the OP will have to take responsibility for whatever decision he makes, not the professional advisers.

mrawkward

It is quite indicative of a wider societal malaise underpinned by the notions of the apparently now normal "entitled" generation who are generally not willing to accept personal responsibility for anything. This way it will always be someone else's fault! I despair at the demise of the smarts of the individual in the business world now.

antoinolachtnai

I don't think the OP is trying to avoid responsibility to be fair.

There are people out there sort of running large family businesses and making decisions without knowing what they are doing and without decent advice. The OP is at least trying his best to avoid that situation.

mrawkward

antoinolachtnai wrote: »

I don't think the OP is trying to avoid responsibility to be fair.

There are people out there sort of running large family businesses and making decisions without knowing what they are doing and without decent advice. The OP is at least trying his best to avoid that situation.

Dunno where the family business take has come from but not the vibe I get. Family business scenarios have many more issues at play than normal commercial entities.

antoinolachtnai

mrawkward wrote: »

Dunno where the family business take has come from but not the vibe I get. Family business scenarios have many more issues at play than normal commercial entities.

Quite true.

The OP mentions there being an impact on his family.

mrawkward

Almost everyone involved in business has a family but that does not make every business a family one!

gargargar

Is there any advantage in the swap? Will company A be wound up? Why are you being offered it then?

I have seen this before where investment was coming in and the investors want to rewrite the articles of association in their favour. Be very careful. I would go to a legal person first if I was you.