The Legal 500 is positioned as the ‘client’s guide to the best law firms’ because it is underpinned by client feedback and insight about how a firm and its lawyers work. It’s an important benchmark, which celebrates our team, allows us to build on success and strive for continuous improvement.

The Legal 500 rankings for 2022 – highlighting the practice area teams who are providing the highest quality legal advice – feature Pannone Corporate in 15 areas of law, moving up in two corporate & commercial, and commercial property.

The rankings include Tier 1 listings for our contentious trusts and probate, media and entertainment, and debt recovery teams. As well as the teams’ success, three people were named in the Hall of Fame, the firm had six namechecks for ‘leading individuals’, two ‘next generation partners’ and four mentions for ‘rising stars.’

Beyond the numbers and fantastic recognition in the rankings, we’re proud to see all the feedback from clients. Here’s what they said:

Contentious trusts & probate

“What sets them apart is their ability to combine their knowledge of the law, the softer skills of client care and an ability to be direct. The clients I have referred to them are by the nature of the specialism in a highly emotional state and every one of them has been gushing in their praise of the work done by this team.”

Debt recovery 

“An engaging, tenacious team who are practical and efficient in what they do. They have worked with us and our functions to provide a seamless recovery service to suit our business needs.”

Media & entertainment

“Liaison with clients takes on a personal form and the relevant legal staff do not need reminding about issues. They keep in touch.”

Employment 

“Responsive, accessible and commercial practitioners who work with us, as the client, to arrive at the right outcomes for our business.”

Health & safety

“A new team but one with excellent experience and technical expertise with a dynamic can-do approach and a personable demeanour.”

Intellectual property

“…amazing from our first meeting right to the conclusion of my case, our first meeting gave me hope in a situation which I had long since deemed a lost cause… extremely empathetic to my situation and secured a settlement against a formidable adversary.”

IT & telecoms

“Attentive, personal and always available for advice and guidance.”  

Professional negligence

“Highly specialised firm with a strong track record in claimant professional negligence work.”’

Commercial litigation

“Pannone Corporate has lawyers at the top of their respective disciplines and a client base to match. Customer service is a key ethos at the firm with a high degree of partner involvement ensuring the client gets the service it needs. Electronic document management and searching ensures that key documents are identified early in the case.”

Corporate & commercial

“…adaptive and pragmatic in their guidance and advice. We completed three transactions with them and found them to be sensibly priced and adaptive in their approach to the size and scale of due diligence required.”

Property litigation

“Pannone Corporate strikes an excellent balance: they have the big-firm capacity to handle large and complex cases, but the small-firm responsiveness and personal touch. They have the flexibility and skills to manage cases that cross between different fields, for example real estate litigation that raises company law, insolvency or property damage issues.”

Commercial property

“The approach of Pannone and their staff is very much aligned to our values, what is important to us and the way we like to operate, Pannone recognise this and it’s reflected in the service they provide. It’s important when dealing with legal matters that a firm has the ability to tailor its service to work in partnership with its clients, take time to understand our objectives, the way we operate and therefore offer a more bespoke service to deliver the right outcomes. I feel that this is a specific strength of Pannone.”

Insolvency & corporate recovery 

“The team are always ready to help and have found innovative solutions to technical problems.”

Construction 

“All of the partners feel like extended members of the in-house team. They are flexible and accommodating.”

In our latest IP round-up, our team shares the latest IP headlines and legal developments from the UK and around the world.

This month we cover the rise of social media copyright infringement claims, the news that Superdry sues Asos for ‘flagrantly’ copying its designs and ASA and CAP’s launch of guidance on advertising in-game purchases.

Read our monthly IP round up here: https://mailchi.mp/pannonecorporate/ip-round-up-october-2021

If you would like to discuss these topics in more detail or have any questions, contact Melanie or Amy:

Melanie McGuirk on 07790 882567 or email melanie.mcguirk @pannonecorporate-com.stackstaging.com

Amy Chandler 07920 237674 or email amy.chandler@pannonecorporate-com.stackstaging.com

Selling a business is often the culmination of years of hard work. To ensure a successful sale, maximum return and a smooth transition, preparation is key. 

With proper planning and sound management in place, you can make your business an attractive opportunity for potential purchasers. There are several ways that you can help prepare your business for a successful sale and here are some of our recommendations.   

Ensure ‘Housekeeping’ is in Order  

One of the most important aspects of selling a business is to ensure that all of your books, records and important contracts are up to date and in good order. Any prospective purchaser will want to undertake a thorough legal and financial due diligence exercise on the business in order to assess its assets and liabilities and consider its value and commercial potential. 

If such information is easily accessible, accurate and complete it will make for a smoother and no doubt shorter sale process and will instill confidence in any potential purchasers. 

Audit of Current Systems, Policy and Procedure 

Take the opportunity to carry out a review of internal systems, policies and your own terms of business and/or contracts of employment.  It is better to identify any areas for improvement or spot any potential issues in advance of any sale process so they can be rectified prior to sale. That then means you can spend more time concentrating on the process itself, rather than expending valuable energy and management time fixing historic issues. 

Protect what is yours by ensuring business intellectual property is properly protected and owned by the business and that key employees have signed contracts with suitable notice provisions and restrictive covenants. Check you are up to date and compliant with regulations and recent legislation, for example, relating to data protection and pensions. 

Good practice also dictates that you try to remove trivial costs and expenses or financial items not directly relating to operating the business, as much as possible. This will not only boost your profit margins, making the business more attractive in the eyes of potential buyers, but will also demonstrate that the business is well managed. If the period running up to the sale of the business showcases peak performance, then you are likely to get a more positive return. Common issues to look out for can include salaries for non working family members, mileage claims, benefits in kind as well as cars and other discretionary expenses. If there are items that a purchaser would not want to pay for, it is probably worth removing! 

First Impressions Count 

Try and see your business through the eyes of a potential purchaser. Consider sprucing up your business and making those small but noticeable improvements that have been put on the back burner. 

Simple steps such as ensuring your website content and social media presence are fresh, relevant and professional can all go a long way in securing a good first impression.   

Review Management 

Your management structure is key to the successful continuation of the business after the sale, so having a good management team in place will be important to any prospective purchaser, especially if owners are considering exiting as part of the sale.  Is the team in a shape to allow growth? Is there an over-reliance on the owners? Consider expanding management and putting in place a succession plan to reassure any potential purchaser that there is experience and knowledge in place to ensure day to day running of the business. 

Create a Growth Plan 

When purchasing a business, a purchaser will want to explore several key areas. How much profit does the business currently make? Is the business structure sound? What is the potential for the business moving forward?

The last point can be one of the most important aspects of selling a business. Anyone looking to buy will want to understand growth opportunities and future potential in the market, in terms of product or services offered, or even something as simple as a more comprehensive marketing and sales strategy. Keep your eye on competitors in the marketplace and ensure you regularly keep a check on industry developments and trends. 

In some areas, you may wish to implement some of the findings before beginning the sale process as this will allow you to showcase the potential effectiveness of your growth plan moving forward.  

Determine the Value 

An independent third party who has specialist industry knowledge should be used to determine the value of your business. They can take into account your objectives for the sale and will investigate the market and consider recent sales of similar businesses. Your accountant can provide initial guidance in this area and they will usually be your first point of contact in terms of valuation, though specialist corporate finance advice may also be sought. 

Seek Advice 

You should try and engage a trusted team of advisors as early on in the process as possible who can work alongside you and assist with the sale process. Accountants, lawyers and potentially corporate finance experts may form part of your core team and the earlier you take advice from them then the more likely it will be that you achieve the value your business deserves. 

The team here at Pannone Corporate have a wealth of experience advising sellers of   businesses and can assist with any questions you may have. Call our team now on 0800 131 3355 for a confidential discussion of your circumstances. Or fill out the contact form for more information. 

Finding appropriate ways to protect your business is an important part of your long-term business strategy. Protecting your organisation’s confidential information should form a key part of this strategy.

In this blog, we will consider how the use of non-disclosure agreements (also known as NDAs or confidentiality agreements) can help protect your information and your business.

What is an NDA and what is the benefit of using one?

The law of confidential information offers protection in relation to commercially sensitive information which cannot be protected by intellectual property rights, such as copyright, or which can only be protected in this way to a limited extent.

In order for information to qualify for protection under the law of confidential information, the relevant information must be confidential in nature and disclosed in circumstances that impose an obligation on confidence.

An NDA is a practical way in which a business can seek to ensure that its confidential information is protected. An NDA is a written contract that sets out the terms on which the parties will share confidential information. It provides some comfort for the disclosing party (being the party that is sharing its confidential information) that the receiving party (being the party that receives it) is on notice that the information being disclosed pursuant to the NDA is confidential, and that the receiving party is under a contractual obligation to keep it that way.

Enforcing an obligation of confidentiality under a contract will most likely be more straightforward than trying to enforce an obligation of confidentiality under general law.

So, what specifically does your NDA need to cover?

Define the information to be protected

A key aspect of the NDA is defining the information that is to be protected. If there is certain specific information that you wish to keep confidential – for example, a recipe – this should be specifically identified, but also consider that including a broader definition of information may be useful in order to capture any wider or inadvertent disclosures of information. It is worth bearing in mind that once information ceases to be truly confidential, nothing that is set out in a contract can change this. This is often reflected in the definition of confidential information by including a description of circumstances in which information will cease to be protected.

Obligation to keep the information secret and permitted use

The NDA must specify that the confidential information should be kept secret or remain confidential, and set out the specific purpose for which the receiving party may use the information.

Permitted disclosures

There are certain circumstances in which it will be reasonable for the receiving party to disclose the confidential information. Employees and/or advisors of the receiving party may need to be privy to the information, but consider linking their use back to the purpose for which the information has been shared. Consider also whether the receiving party should be obliged to ensure that all such employees and advisors are under separate obligations of confidentiality to the receiving party. The receiving party may argue that this is too onerous; however, at the very least, the receiving party should be liable for any breach of confidentiality obligations by such employees or advisors. No attempt should me made to restrict disclosures required by law.

Duration of the obligation

How long the obligation of confidentiality should exist for will depend on the type of information being disclosed. Certain information may only have a very short shelf life in terms of commercial value, and so to include an indefinite obligation of confidentiality could be deemed to be unreasonable in these circumstances. As such, you will need to consider what is appropriate in the specific circumstances.

Return or destruction of information

In certain circumstances, it may be appropriate to include an obligation on the receiving party to return or destroy your confidential information, for example, if negotiations in respect of a particular transaction come to an end. This will provide you with certainty that the confidential information does not remain in their possession.   

Consequences of Breach

From the perspective of the disclosing party, it is desirable to see a clause in the NDA that states that damages alone will not be an adequate remedy in respect of any breach. The courts have been willing to issue injunctions to prevent or stop the misuse of confidential information in certain circumstances, and also to order the destruction of confidential information. The inclusion of this type of clause may go some way to persuade the court that such an injunction would be reasonable in the circumstances, and may be of more practical benefit to a party if issued at the right time (namely before the information has been disclosed or used).

The disclosing party will also typically seek damages to compensate them for the loss which the defendant’s breach has caused. If the claimant would have used the information themselves to generate profit, damages will be measured based on what would be fair compensation for such loss. However, if the claimant would have licensed or sold the information to a third party, damages will be calculated based on what is deemed to be fair market value of such information in the context of a sale or licence between two willing parties.

For more information regarding how you can seek to protect your organisation’s confidential information, please get in touch with our team here at Pannone Corporate. You can do so by either calling the team on 0800 131 3355 or by filling out our contact form.