Update
COMMERCIAL NEWS SPRING 2016
Housing market in Telford
is thriving says developers
CONT.
P2
Your quarterly bulletin
on legal news and views
from Lanyon Bowdler
Growing
law firm
hires new
corporate
solicitor
We are expanding our corporate and
commercial team in recognition of the county’s
growing business economy.
The property market in Telford is thriving thanks to the “ripple effect” of
major industry moving into the area and the council’s positive attitude to
development.
That’s the view of developers and property lawyers who got together for a round
table discussion at The Marches Growth Hub in Telford.
The event was organised by Lanyon Bowdler Solicitors who work closely with
property developers in Telford and across Shropshire and wanted to gauge the
opinion of leading professionals about the future of the area.
Combination of factors
Developers at the discussion said there was much positivity in the market due
to a combination of factors.
David Brammer, head of planning at Lanyon Bowdler, said, “It was a really
interesting meeting and I think everyone found it informative and useful.
The general mood was positive, and people felt the major turning point was last
year with the opening of the Jaguar Land Rover plant, which has had a valuable
ripple effect for Telford in particular.
There were also plenty of positive comments about Telford & Wrekin Council who
have made a conscious effort to streamline the planning process for developers,
which has been well received.
One of the key things developers want is a willingness from the local planning
authority to work with them rather than against them and that is certainly
happening now in Telford and Wrekin.
Everyone appreciates there is a shortage of residential property in Telford and
across Shropshire as a whole, so it’s encouraging that the council is taking a
proactive approach to get things moving.”
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Edward Burrell has joined Lanyon Bowdler
Solicitors as a specialist in the corporate and
commercial team. Qualifying as a solicitor in 2010,
Edward has particular expertise in transactional
work, including buying and selling companies and
employee share schemes. He also has significant
experience in ownership transition, including with
partnerships.
“It is an honour to join a specialist legal firm such
as Lanyon Bowdler,” Edward said. “It’s certainly an
exciting time to be in Shropshire as the economy
is growing.
That means there is a higher demand for corporate
transactions and companies are looking to
incentivise and tie-in high performing employees.
It’s a very positive outlook and I am looking forward
to working with many businesses in the county.”
Grainne Walters, head of corporate and
commercial law at Lanyon Bowdler, welcomed
Edward to the firm.
She said, “This shows our commitment to growing
our team and employing experts in their field.
Edward has experience in working with a variety
of businesses ranging from manufacturing
and technology clients to service providers,
such as public relations companies, dentistry
and veterinary practices. He has experience of
working on corporate transactions of all sizes,
encompassing
pharmaceuticals,
agriculture,
science and food sectors.
This appointment underlines our commitment to
providing first-class legal advice to businesses in
Shropshire.”
COMMERCIAL NEWS
SPRING 2016
“Sound and competent advice given in a friendly,
easy to understand manner.”
Shropshire Association For Sheltered Housing Ltd, Shrewsbury
Debt recovery team expands services
HOUSING MARKET IN TELFORD IS
THRIVING SAYS DEVELOPERS
Continued from page 1...
A good place to do business
Praveen Chaudhari, head of commercial
property at Lanyon Bowdler, told
developers at the meeting that his clients
were seeing Telford as a good place to
do business.
He said, “Telford has a lot of strengths,
principally the quality of land on offer and
the connectivity provided by a good road
network.
Sian Samuel
Lauren Weale
The specialist debt recovery team is developing its services with a new manager
taking the reins.
Sian Samuel has been promoted to debt recovery manager at Lanyon Bowdler Solicitors
and a new member of the team has also joined, Lauren Weale will be taking up the role
of debt recovery administrator.
New manager, Sian Samuel, who was previously part of the dispute resolution team at
Lanyon Bowdler, brings a new dimension to the team.
She has developed the range of services that the team will offer to clients so they will
continue to deal with undefended debt recovery work, but will now also be assisting
clients in cases when a debtor files a defence and possession cases for rent arrears,
driving time and cost efficiencies for clients.
Sian said, “We act for local and national clients across all of the firm’s offices in Shropshire
and Herefordshire, with many businesses preferring to use a debt recovery team outside
of their immediate area.
Every member of the team is a specialist in their area and we have a great track record
of getting positive results for our clients.
I am fortunate to be taking over a very well-established debt recovery team which has
been developed over the last 16 years into an efficient and cost-effective service using
the very latest in technology to ensure businesses recover as much of their debts as
possible.”
Andrew Pegg, head of dispute resolution at Lanyon Bowdler, said the new-look debt
recovery team was well positioned to provide an excellent service to businesses.
He said, “We recognise that debt recovery is an essential part of running a successful
business and we are delighted that Sian will be bringing her extensive experience of
working with business owners to bear for her clients.”
For more information about debt recovery, contact Lanyon Bowdler on 0800 294 5925
or email [email protected]
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People are also attracted to the good
work-life balance that can be achieved
here in Telford, with a strong industrial
centre in easy reach of some fantastic
places to live in attractive countryside.
There is certainly plenty of demand for
commercial property and developers
at the round table discussion were
pleased to hear about the progress being
made at the Telford 54 site, which will
provide excellent opportunities for new
businesses moving into the area, as well
as those already in Telford looking for
bigger premises.”
Working to make the area appealing
James Dunn, estates and investment
service delivery manager at Telford &
Wrekin Council, said the meeting had
been a very useful way of gathering
the views of developers and property
lawyers.
He said, “The council has worked hard
in recent years to make the area as
appealing as possible for businesses, so
it was great to hear that developers are
seeing the benefits of this.
Our work to deliver Homes and
Communities Agency-owned land for
development has been a big part of the
recent success story.
With new businesses moving into the
Telford 54 site off Junction 4 of the
M54 we are confident that the property
market, and local economy in general,
will continue to flourish.”
COMMERCIAL NEWS
SPRING 2016
“I wouldn’t talk so highly of Lanyon Bowdler if I didn’t mean it.”
Baby Bird Café CIC, Oswestry
Seller’s liability for damages for
fraudulent replies to enquiries
Who controls your
company and why
is it important?
CONT.
P4
Almost all private companies (and limited liability
partnerships) are now required to create and
maintain a register of persons with significant
control over them. This requirement was brought
into force on 6 April 2016 by the Small Business,
Enterprise and Employment Act 2015.
Who is a person with significant control?
A person will have significant control over a company
if they meet one or more of five statutory conditions.
The four conditions likely to be of concern to most
companies are as follows, and will be satisfied where
a person:
In January 2016 the High Court decided a claim for damages for fraudulent
misrepresentation in a case regarding the sale of commercial premises.
The facts
In the replies to pre-contract enquiries the seller had confirmed there were no
disputes relating to the property and no service charge arrears. Contracts were
exchanged for £16.25 million and the buyer paid a deposit of £812,500.
Following exchange of contracts the buyer’s valuer discovered that there was a
long running dispute about the service charges and substantial service charge
arrears to the value of £3.6 million.
The buyer refused to complete and served notice to rescind the contract. The
property was sold a third party and the buyer subsequently issued proceedings
to recover the deposit and damages.
The court held the buyer was entitled to rescind the contract as untrue
representations had been made fraudulently or recklessly to the effect that
there were no service charge arrears and that the buyer was induced to enter
into the contact by reason of the misrepresentation.
The court awarded the buyer the return of the deposit and damages for deceit
being the wasted legal and professional costs incurred in connection with the
purchase. However, the court declined to award punitive damages.
What are the implications for sellers?
The decision is a reminder to sellers of the importance of ensuring that replies
to enquiries are accurate throughout the process of the sale. Any information
which should be revealed to the buyer must be disclosed and no attempt
should be made to avoid giving full disclosure. Sellers should ensure that all
replies to enquiries are accurate and updated prior to exchange of contracts if
any change of circumstance arises.
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•owns more than 25% of the shares in the company
•holds more than 25% of the voting rights in the
company
•has the right to appoint or remove the majority of
the board of directors
•has the right to exercise significant influence or
control over the company. Generally this condition
would be satisfied where the person is able either
to: (i) direct the policies and activities of the
company; or (ii) ensure that the company adopts
the policies and activities that they desire
What obligations are companies under?
Companies must now create and maintain a register
of persons with significant control. They must
take reasonable steps to identify any persons with
significant control over them and, where applicable,
record their details in this register.
Once created, a register of persons with significant
control must never be left empty and there are
various mandatory statements that must, where
applicable, be recorded. For example, a statement
that the company is undertaking investigations as to
whether or not there are any persons with significant
control over it, or that after such investigation no
persons with significant control over it exist.
When properly requested, a company must provide
access to its register of persons with significant
control.
COMMERCIAL NEWS
SPRING 2016
“Very professional, completely reliable and no problems
putting our trust in your ability to represent us.”
Mr and Mrs B Punchard, Telford
Does Companies House need to be notified?
Any companies incorporated on or after 30
June 2016 will be automatically required to
provide details of any persons with significant
control over them. However, companies
incorporated before that date will now provide
these details using their annual confirmation
statement (which will soon replace the current
annual return system).
What are the consequences of noncompliance?
Failure to comply with the new rules could
result in liabilities for companies, directors and
also persons with significant control, and these
liabilities extend to unlimited fines and even
imprisonment.
If you would like advice and assistance on
preparing and maintaining a register of persons
with significant control then please contact a
member of our corporate and commercial
department on 01743 280 280.
Office to residential & other permitted
development rights
New legislation has been introduced
making
significant
amendments
to Permitted Development Rights.
The new Town & Country Planning
(General Permitted Development)
(England) (Amendment) Order 2016
comes into force on 6 April 2016.
The former deadline, under the previous
legislation for bringing applications for
development using the ‘Prior Approval’
procedures set out under Part 3, Class
O uses allowing offices to change to
dwelling houses, has now been formally
removed.
Renewed interest
This (“Office to Resi”) Permitted
Development is now subject to a
condition that it must be completed
within three years of the Prior Approval
dates. But this applies not just to
future Prior Approvals but also to the
existing Prior Approvals issued before
6 April 2016, even where the previous
deadline of 30 May 2016 was specified
on the Local Authority’s decision letter.
The Prior Approval process is a much
simplified planning process.
There has been limited take up of these
Permitted Development Rights outside
of London and the South East. This is
partly attributable to land values and local
policies, but also because developers
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were reluctant to bring projects forward
knowing they must be completed by 30
May 2016. As this is no longer the case
we expect people to explore these with
renewed interest.
Potential noise impact
The Local Planning Authority is
required to consider transport and
highways
impacts,
contamination
risks and flooding risks as well as the
potential noise impact from commercial
premises on the intended occupiers of
developments.
Applications for Prior Approval under
Class O must now also specify the
number of residential units proposed.
This also applies to Permitted
Development under Classes M (Retail &
Specified Sui Generis uses to dwelling
houses), N, P, PA and Q.
Shrewsbury Office
Chapter House North
Abbey Lawn
Abbey Foregate
Shrewsbury
SY2 5DE
Hereford Office
Broadway House
32 - 35 Broad Street
Hereford
HR4 9AR
Ludlow Office
12 The Business
Quarter
Eco Park Road
Ludlow
SY8 1FD
Oswestry Office
39 - 41 Church Street
Oswestry
SY11 2SZ
Telford Office
Unit 3A
Hazledine House
Central Square
Telford Town Centre
TF3 4JL
Tel: 01743 280280
Fax: 01743 282340
Tel: 01432 378379
Fax: 01432 378383
Tel: 01584 872333
Fax: 01584 876459
Tel: 01691 652241
Fax: 01691 670074
Tel: 01952 291222
Fax: 01952 292585
DX: 144320 Shrewsbury
DX: 17255 Hereford
DX: 26883 Ludlow 1
DX: 26603 Oswestry
DX: 28071 Telford
Lanyon Bowdler is a trading name of Lanyon Bowdler LLP which is a limited liability partnership incorporated in England and Wales, registered number OC351948. It is authorised and regulated in the
UK by the Solicitors Regulation Authority. The information contained in this newsletter is intended for general guidance only. It provides useful information in a concise form and is not a substitute for
obtaining legal advice. If you would like advice specific to your circumstances, please contact us.
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richevansdesign.co.uk
WHO CONTROLS YOUR COMPANY AND
WHY IS IT IMPORTANT?
Continued from page 3...