Corporate & Commercial Legal Services

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In an increasing challenging commercial climate your business needs to receive advice that is pragmatic, cost-effective, and tailored towards helping you achieve your business goals. Whether your business is a startup, SME, or multinational corporation, you need to know that your legal team will provide timely advice that allows you to remain focused on growing your business.

Experienced Corporate & Commercial  Solicitors

We advise some of the largest and fastest growing companies in the region. In addition we have partnered with several large national and international organisations throughout the lifecycle of their businesses and the day-to-day challenges that they face.

With over 100 years of experience in the team, Spratt Endicott have the first-hand knowledge to ensure that we deliver value to your project.

Take a look at our case studies for some examples of the types of work that we carry out.

How we work with you

We understand that no two businesses have the same approach, and this underpins how we support our clients. Our advice and the way that it is delivered is always tailored towards how your business operates.

Our approach is team-orientated and outcome-driven to ensure that you always receive advice that is cost-effective and focused on results.

Clients benefit from our vast experience across a full range of corporate and commercial disciplines including mergers and acquisitions, joint ventures, financing, structuring,  refinancing, due-diligence and corporate governance.

Our Core Corporate & Commercial Services

Corporate Services

Intellectual Property

Commercial Services

Insolvency & Business Recovery

Buying & Selling Private Companies

Company Secretarial Services

Case Studies

Acquisition of Retail Business from Administrators

Our clients instructed us to acquire the assets of a retail business, whose product was the subject of key intellectual property rights. The business was offered for sale by the accountants who had been appointed as administrators of the company owning the business.  The acquisition involved satisfying the lender to our client, as to unencumbered…

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Acquisition of a Wine Company

We acted for a leading European importer and wholesaler of wine in its acquisition of a specialist wine company.  The acquisition included the founders of the target retaining some shares and being subject to put and call share options on certain terms in respect of those shares after completion. The terms of the acquisition included…

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Sale of Building Materials Company

We acted for the seller of a building materials company into the public sector.  Our client’s corporate finance advisers, Bristol York Limited, had negotiated favourable terms for the sale of the client’s company, and the only problem which appeared to exist was that for tax reasons the transaction had to be completed within quite a…

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Complex International Joint Venture

We were instructed by our client, a leading distributor of industrial equipment, to advise on their proposed joint venture with a European manufacturing company. Working closely with our clients and their accountants, we prepared a summary of all of the documents that would be needed to achieve our client’s intentions, and in a document entitled…

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National Logistics Agreements

We were instructed by a company with a national reputation for warehousing and logistics, to advise on and negotiate a substantial agreement offered to them by an online retailer, for delivery of products to their customers throughout the country. We advised on the terms of the agreement concerning price structure, service levels, limitation of liability,…

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Termination of Framework Agreement

We were instructed by the Spanish subsidiary of a client group to advise in this instance on our client’s dispute with a supplier over the construction of a Framework Agreement, a Variation Agreement, and in particular the effect of the clients termination of those agreements. Although the relevant agreements operated in Europe, we were able…

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National Framework Agreement for Services

We were instructed by our client, a leading international manufacturer and distributor of vehicle parts and accessories, to negotiate a framework agreement with its customer, a national vehicle hire company for the provision of goods and services to the customer’s network of vehicle maintenance businesses.  The agreement was onerous and one-sided, specifically in relation to…

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Complex International Joint Venture

We were instructed by our client, a leading distributor of industrial equipment, to advise on their proposed joint venture with a European manufacturing company. Working closely with our clients and their accountants, we prepared a summary of all of the documents that would be needed to achieve our client’s intentions, and in a document entitled…

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Articles of Association and Subscription/Shareholders Agreement

We are instructed by this new company, formed to acquire a significant business, to prepare Articles of Association and a Shareholders Agreement for consideration by 19 investing shareholders, providing minority protection, good leaver/bad leaver provisions, drag along and tag along rights, permitted transfers, restrictions on transfer of shares and dividend policy all on the basis…

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Acquisition of a Wine Company

We acted for a leading European importer and wholesaler of wine in its acquisition of a specialist wine company.  The acquisition included the founders of the target retaining some shares and being subject to put and call share options on certain terms in respect of those shares after completion. The terms of the acquisition included…

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Partnership Dispute

We were instructed by two partners in relation to various issues including the potential dissolution of their partnership. The other (of three) partners was thought to have misappropriated partnership assets but would not engage in discussions aimed at agreeing terms for dissolution of the partnership.  We advised on the remedies available to our clients. We…

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Sale of Ecuadorian Company

We were instructed by the shareholders of a company registered in Ecuador to a UK listed company.  There were a number of interesting issues which arose in this sale, including the following: Although the agreement for the sale itself was governed by English law, there were various matters which needed to be the subject of…

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Due Diligence on Cargo Aviation Company

We were instructed to carry out the due diligence by a Latin American client on the proposed purchase of a UK Cargo aviation company for US$20 million with subsidiaries in a number of jurisdictions in Asia. We carried out detailed due diligence in the UK and provided a full due diligence report to the client,…

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Purchase of UK IT Company by Portuguese Clients

We acted on behalf of a Portuguese company in acquisition of a London based IT company in a multi-million pound deal. We were instructed to negotiate all aspect of the transaction including due diligence, drafting of the share purchase agreement, shareholders agreement, and amending the articles of association of the company.

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Ecommerce Website

We advised this client on the legal aspects of a new e-commerce website for its building supplies business. This involved the preparation of terms and conditions of sale, terms of website use, a privacy policy and a cookie policy.

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Data Protection

We advised a substantial company on its obligations under the Data Protection Act 1998.  The company particularly needed guidance on the appropriate wording to be used on its credit account application documents and on the order forms enclosed with its hard copy catalogues.   This involved a careful analysis of precisely which individuals the company…

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Data Protection Update

Accountability Toolkit The General Data Protection Regulation [GDPR] introduced an accountability principle so data controllers are required to handle personal data appropriately and effectively and are able to show this through their practices and procedures. The Information Commissioner’s Office (ICO) has announced that it intends to launch an accountability toolkit in 2020 to help organisations…

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Website Terms & Conditions

We acted for the owner of a review and comparison website, which allows registered users (mainly HR professionals) to upload reviews of psychometric and other talent assessment tests and suppliers of those tests to list their products on the website. We advised on and prepared the following documents: website terms of use (for all visitors…

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E-commerce

We advised a substantial company on the legal requirements for the operation of an online shop. Working closely with the client’s sales and marketing personnel, we put together website terms of sale, terms of use of the website, and a privacy policy. This involved careful analysis of the client’s obligations under the Distance Selling Regulations,…

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Standard Terms & Conditions of Business

We have extensive experience of advising businesses on standard terms of trading. This may involve the review and amendment of a business’ existing terms of sale/purchase, producing a set of terms from scratch or reviewing standard terms presented to a client by a prospective purchaser or supplier of goods/services. Standard terms will typically deal with…

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Advice to a Business in the Hospitality Industry

Our client operates a very successful business in the hospitality industry, providing facilities for weddings and social events. The business suffered from severe disruption caused by the COVID-19 pandemic. John Spratt and Catherine O’Riordan advised on a number of issues around the effect of force majeure on its contracts with its clients, and also the…

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Purchase of Ferrari in Italy

We were instructed to act on behalf of a company in the purchase of a valuable Ferrari sports car, with considerable provenance, at the price of EUR €250,000.  The car was located in Italy.   We were required to prepare and negotiate a purchase agreement, which had several complications: evidence of source of funds of the…

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Recovery of Bad Debt from Administrator

Acting for a globally known and respected company, we received urgent instructions to advise on the possibility of their being able to recover a bad debt from a national retailer in administration.  The problem was that our advice to the client had to be that the Administrator was not in a position to pay the…

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Renegotiation of a Value Added Reseller Agreement (VAR)

We were instructed to renegotiate a VAR agreement which had been in force for 4 years. Strictly under the terms of the agreement, since there was exclusivity the client may have had to pay 50% of the costs of selling assets to a purchaser that it sourced itself. The client was concerned about the meaning…

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Brand Protection

We have advised this multinational business in the manufacturing industry for several years, including on acquisitions, commercial agreements and intellectual property issues. John Spratt and Catherine O’Riordan advised this client on its recourse against one of its dealers, whose shop front, business cards and website design did not comply with the intellectual property provisions set…

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Commercial Dispute in the Manufacturing Industry

Our client is a leading supplier and manufacturer of cleaning products. We advised on a dispute whereby the client discovered that two of its senior employees had entered into secret agreements with one of its major suppliers, receiving substantial commissions over a number of years. It also became apparent that the supplier had been over-charging…

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Acquisition of IP Rights

Acting for a major national distributor of car motor parts, we received instructions to advise on his client’s acquisition of all the intellectual property rights in a name famous in the motor industry.  The challenge here was that the Seller was a company based in the USA, and the agreement which the Seller required was…

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‘Spratt Endicott have a strength in depth through a large and experienced team with a reputation for getting things done efficiently and at a fair price.’
Legal 500 2020

Our People

  • Allanagh Davies
  • Trainee Solicitor
  • 01295 204090
  • Email
  • Catherine O’Riordan
  • Associate
  • 01295 204150
  • Email
  • Christine Ward
  • Tax Law Consultant
  • 07788 750481
  • Email
  • Hitendra Patel
  • Director
  • 01295 204108
  • Email
  • James Macdonald
  • Senior Associate
  • 01295 204138
  • Email
  • John Spratt
  • Chairman, Head of Company Commercial
  • 01295 204115
  • Email

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Getting In Touch

For more information on how we can help your business, please contact John Spratt at our Banbury office on 01295 204115 or email jspratt@se-law.co.uk.

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