in:brief napthens.co.uk
SUMMER 2011 ISSUE SEVEN
THE NEWSLETTER OF NAPTHENS SOLICITORS
Business Roundup Lorraine Norris, chief executive of Preston City Council, discusses Preston’s economic future page 2
Agency Regulations Employment solicitor, Kimberley Barrett, looks at Agency Worker Regulations due to come into force this October page 2
Mine’s a pint Mike Mason of Intrinsic
in:brief profiles one of Lancashire’s best loved family brewers – Blackburnbased Daniel Thwaites page 6
Napthens advises on £30m deal
Advice
The Corporate team at Napthens has advised on one of its largest ever corporate transactions – the £30 million management buyout of North West ICT provider, Intrinsic Technology. Napthens was the only Lancashire team of advisers involved in the deal, showcasing the skills of a number of solicitors from the firm.
Cisco, Citrix, HP, Microsoft and VMware. Intrinsic works for a range of blue chip clients spanning both public and private sectors.
The MBO saw Intrinsic chief executive Mike Mason lead the MBO of the company, backed by private equity house, RJD Partners, from founder and majority shareholder Allan Gauld. Napthens acted for Allan Gauld and the management shareholders on the sale.
Experts from Napthens and Ballard Evans also acted for Intrinsic in January, when the company acquired Dataplex Systems, a specialist IT company, in a deal which significantly enhanced Intrinsic’s value and offering.
Intrinsic and its shareholders received corporate finance advice on the MBO from Jon Ballard of Ballard Evans Corporate Finance. Intrinsic employs over 125 staff and had an annual turnover of more than £27m in 2010, with revenues forecast to hit £40m in 2011. The company is based in The Parks, Haydock, and has offices in London, Thames Valley and Glasgow. The company specialises in IT sectors including contact centres, networks and cloud computing, and holds accreditations from leading manufacturers including Avaya,
The Napthens team on the recent sale was led by Keith Melling and included Victoria Bromiley and Ben Dredge (corporate), Stephen Betts (tax), Phil Wright (property) and Jane Haymes (banking). Keith Melling said: “Working on a deal of this size is always challenging and rewarding. We’ve been working with Jon, Allan and the management team for over 18 months and this MBO has ushered in a new chapter for Intrinsic. “A transaction of this size and value clearly demonstrates the skills we have at Napthens, with our people able to advise on very
complex high value deals. “The team from Napthens worked extremely hard to help the buyout happen smoothly and in a relatively short timescale, highlighting what a great job they did.”
UHY Hacker Young advised the sellers from a tax perspective. RJD was advised by DLA Piper out of Manchester and Birmingham.
HSBC provided debt finance to the MBO team.
business start-ups: Sector special page 4 & 5
Opinion To buy or to rent? Simon Ainsworth, Head of Residential Property, examines whether the UK is moving toward a rented housing market page 7
Mike Mason, CEO of Intrinsic, said: “Having worked in the business team for nearly two years, I’m delighted to now take the business forward to the next stage in its strategic plan, along with the current management team and existing teams beneath them. “Intrinsic has developed an excellent reputation for high quality and responsive customer service. We aim to build on this by taking advantage of both the organic growth and acquisition opportunities presented in a dynamic but fragmented market. RJD are experienced investors in the IT services sector and fully share our ambitious vision.”
Kathryn Harwood, Head of Wills & Estate Planning, urges business owners to use a Will to improve business planning page 6
My boots are made for walking Keith Melling
Contact: Keith.Melling@napthens.co.uk 01772 904318
in:brief learns of Family partner Damian Baron’s love of mountaineering page 8
welcome / round up / legal update:
in:brief
Business roundup
welcome
By Lorraine Norris, chief executive, Preston City Council 2011 is presenting tough challenges to all parts of the community in Preston. Individuals, families, business and public services are all coming to terms with adjustments in our economy.
Martin Long, chairman and Commercial Property partner
Welcome to in:brief - this year’s second edition, bringing together news, opinions and first class legal advice. As business people, we are still facing unpredictability in the economy. It’s quite obvious the past six months have been tough. The downturn has caused many casualties on the high street including TJ Hughes, Habitat and luxury chocolate retailer Thornton’s, prompting the media to bolster its claim that we are all heading for financial oblivion. However, this issue’s feature on start-ups does show that there’s still a strong appetite by entrepreneurs in the region to create successful companies. Those businesses that are strong and deliver a product or service in an efficient manner will flourish, even in the bad times. Two more successful businesses are showcased in our regular client spotlight. Daniel Thwaites is a major family brewer that hasn’t lost touch with its roots, while blending an entrepreneurial approach to ensure its longevity.
Early in January we had the opportunity to meet with members of the business community at the Chamber of Commerce “Meet the Leaders” event. The message was one of savings, economy and efficiency. Despite the tough times as a council we welcomed this opportunity to have a real and meaningful dialogue with the business community about working together to promote Preston. A good example of this in action is the Business Improvement District where we work together for the benefit of the city centre. We hope this can go from strength to strength and the council will be supporting the continuation of the BID in the next ballot. Inevitably for Preston the year also began with us looking forward to overcoming the latest legal hurdle in the long road to make the Tithebarn
If you would like further information on any of the articles featured, please feel free to contact us. Thank you.
2 in:brief SUMMER 2011
Needless to say as the half year turned, the news that the challenge in the High Court had not succeeded was celebrated in Preston. I believe we are safe to assume the legal battles are over and our challenge is now to deliver the development in the most testing of economic times. Yet Preston’s future should not be defined by the progress of the Tithebarn development alone. The city benefits from the energy and diversity of the business community as evidenced by the success of Preston based business nationally and internationally. Anxious to build on this, plans to progress the Central Business District to the north of Corporation Street are gaining momentum. This is aimed at providing the A grade office accommodation badly needed in
Lorraine Norris
the city. By all indicators Preston is riding out the recession well and there is much promise for the future. In a recent visit to Preston the Organisation for Economic Cooperation and Development (OECD) reported on the underlying growth potential of the area, specifically mentioning the strengths afforded by UCLan, Tithebarn, the locational attractiveness to investors and the ‘spill over’ effects of high value, high skills business such as aerospace and nuclear based in the area.
Preston has huge potential to grow and thrive. Looking to the future what we need to do is unlock that potential. We will do this most effectively if we all work together around that common purpose and the council looks forward to meeting this challenge during the year. Contact: l.norris@preston.gov.uk 01772 906 900
Legal update The Agency Worker Regulations 2010 (“Regulations”) are intended to give effect to the Temporary Agency Workers Directive (2008/104/EC) (“Directive”) and will come into force on October 1, 2011. for and under the supervision of the hirer; and • Has a contract with the TA which is either: (a) A contract of employment with the TA; or (b) Any other contract to perform work and services personally for the TA.
Conversely, Property ProApps is a relatively young business – its owner has spotted a niche in the marketplace to provide property professionals with innovative apps saving much needed time and increasing productivity. As usual, in:brief offers readers expert advice which in this edition comes from the Employment and Wills & Estate Planning teams. Helen Clutterbuck also answers a thorny issue around registering of property, while Simon Ainsworth discusses the trend of people in the UK renting houses as opposed to buying.
development plans a reality. Having succeeded in gaining the Secretary of State’s consent for the planning application in 2010 we were all bitterly disappointed to find the decision challenged in the High Court. Another court case, another unnecessary delay.
Kimberley Barrett
The Government announced an intention to review the regulations due to concerns raised by the business community earlier this year. However, it decided not to make any amendments to the Regulations. Definitions Under the Regulations “agency worker” is defined as someone who: • Is supplied by a temporary work agency (“TA”) to work temporarily
This captures those who have a contract of employment with the TA, or those who have a contract with the TA to perform work and services personally for them. Many agency workers won’t have a contract of employment with the TA but with the hirer instead. On a strict construction of the Regulations, these workers would fall outside the scope of the Regulations; but it could not have been the intention to exclude such a large group of agency workers. It remains in question whether the Regulations will be amended to take account of this. From Day 1... The hirer must ensure that from the start of the worker’s assignment s/he is not treated less favourably
than a comparable employee in the hirer’s establishment regarding “collective facilities and amenities”; meaning facilities provided by the hirer to the whole or particular group of employees or workers, for example car parking, canteen, common room and toilet facilities.
The TA may have a defence to a claim if:-
The agency worker will also have a right to equal treatment to be told of any relevant vacancies in the hirer during their assignment.
Our advice
Following a qualifying period... An agency worker is entitled to the same “basic working conditions” to which they would have been entitled had they been directly recruited by the hirer, but only after they have undertaken a period of 12 continuous calendar weeks in the same role. (There are certain scenarios which will preserve, and some others which can break continuity). Liabilities Liabilities rest with the hirer for failure to provide the Day 1 entitlement. The liability for a failure to provide basic working conditions may rest with the TA.
• They obtained or took all reasonable steps to obtain details; or • Reasonably relied on the hirer’s information.
As much of the responsibility and liability lies with the TA we would strongly advise them to: • Establish clear and strong lines of communication • Build strong relationships based on trust with the hirer • Create robust, in-depth administrative resources ensuring hirers details are up to date • Allocate adequate resources (smaller TAs may be most affected because of this). If you would like further advice on the Regulations please contact a member of the employment team. Contact: Kimberley.Barrett@napthens.co.uk 01772 904242
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talking heads / Property Pro Apps / firm news:
Talking Heads Has manufacturing in the UK got a positive future? James Allison, Corporate partner, Napthens solicitors: While on one hand the media is reporting that optimism has plummeted, on the other manufacturing is a sector, according to the Treasury, which has created over half a million jobs in the last year.
Bill Lambert
Bill Lambert, managing director, Electropak Ltd: Following the banking crisis manufacturing is now fashionable again, for the first time since the 1970s. Manufacturing is a long-term business, there is no “quick buck” to be made. Typically a manufacturing plant takes 10 years
James Allison
to come into profit. Investors and the City in particular need to take a longer term view. The Government needs to buck its ideas up - being high minded and buying trains from the cheapest country is naïve when it should support domestic manufacturers.
Stephen Clarke
However, Electropak is doing well, with half of our work going to America with the UK once again seen as a low cost economy that is preferable to the Far East and Eastern Europe.
As a firm we are glad to hear that a majority of our manufacturing clients have pitched and won lucrative contracts against foreign counterparts, based on quality assurance rather than price alone. In addition to this we understand that some clients cannot recruit qualified personnel quickly enough to service contracts they need to fulfil – good news for the sector and job creation. Stephen Clarke, managing director, Hurst Green Plastics: The simple fact is that manufacturing
in the UK has a very positive future. Do not believe all you read in the papers. We currently manufacture goods with great design, quality and innovation whilst keeping competitive within the world markets, and exporting these home manufactured products will prove the road to our economic salvation. Despite the constant ‘bad news week’ that feeds us from the media, we are actually showing great signs of doing this right now – look at Airbus, Range Rover and JCB as just three recent examples. Past excitement in the service industries lost us our focus on engineering for too long but this is finally changing and I believe our manufacturing future is bright.
Mobile apps drive property productivity
Blackburn office relocates
The dramatic development of mobile communications has enabled Blackpool-based technology business Property Pro Apps to open up a string of niche opportunities.
Napthens’ Blackburn office is to re-locate to new state-of-the-art premises. The new 4,510 sq ft office will be based at Challenge Way, Whitebirk, and will officially open for business in mid September.
The company uses smart phone technology to deliver tailored solutions to property sector professionals across a wide range of activities.
The new offices will give staff a more modern working environment and clients easier access to Napthens thanks to the area’s transport links and onsite parking.
With more businesses appreciating the cost benefits of mobile technology, Property Pro Apps is working with estate agents and property managers to create bespoke inventory and valuation app solutions. “We deliver efficiencies, time and cost savings through the application of smart phone technology to the property sector,” explained managing director Chris Musson. The latest developments in the company’s range of innovative solutions are InventoryPro and iRentals. iRentals – the first Global Property Portal App in the world – allows private vendors, landlords and estate agents to create digital profiles for all types of properties, using text, photographs and a virtual tour movie. The user uploads the information to Property Pro Apps’ property portal (iRentalsglobal.com) where it can be viewed by property hunters. iRentals is free to download and use and there is no limit to the amount of properties a user can have on the site.
Martin Windle, partner and Head of the Blackburn office, said: “The new location will help us to expand our service offering in East Lancashire and give us a solid platform for growth in the coming years.”
Chris Musson
Chris’s other new product, InventoryPro, enables landlords to carry out inventories on a smart phone or tablet using pre-populated menus, which can be edited. The app also allows landlords to take as many pictures of the property as they wish. Users then upload their inventory to Property Pro Apps’ server, which creates a professional PDF inventory. Research suggests that InventoryPro – which is free to download and trial – can generate savings of up to 70 per cent in time and costs, compared to traditional methods. Chris began working in the property
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The move is the second in recent months for Napthens, after staff at the Blackpool office relocated from the town centre to the Whitehills Business Park. market when he was 17 and adapted technology for the sector after starting his portfolio in 2005. “Buyers want to spend every hour hunting out great opportunities. To speed up the process I created a spreadsheet including variables such as price, build or refurbishment costs, mortgage rate, deposit, fees, and stamp duty. When I added in the rental figures, the system gave me the yields, equity, serviceability and other data.” Chris continued: “As technology progressed, I realised I could put the model onto a smart phone as an app that could do the job onsite, generate the figures, and email
them to a lender or broker for approval – before the viewing had been completed. A single app transforms the buyer’s activities into a field-based role, with no back office – savings are huge and productivity increases exponentially.” With an estimated one million landlords and 20,000 estate agents in the UK, Chris is upbeat about the future. “Property Pro Apps will be launching more new apps to help landlords, agents and investors and I’m confident they will want to continue benefitting from our products,” he said.
Contact us: We welcome your feedback and comments on any of the articles in this issue of in:brief. Feel free to drop us a line at Marketing@napthens.co.uk or visit our in:brief page on our website, www.napthens.co.uk/inbrief.
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SUMMER 2011 in:brief 3
sector focus: business start-ups
Can start-ups be the stars of the future? Business start-ups represent the future of a prosperous economy, creating a vital infusion of fresh ideas, approaches and innovation. This is not to mention the wealth they generate for their owners, as well as employment opportunities for local communities. Some start-ups will become the next generation of plcs, while a few will grow into world-famous brands that dominate global markets. However, launching a new business is not without difficulties. Businesses are most at risk of failure during the early years, with figures from Business Link showing that 20 per cent of new businesses fold in the first 12 months and half within three years. Although daunting, these figures do not – and should not – deter entrepreneurs. Nonetheless, an awareness of the challenges that lie ahead can be crucial to avoiding early-stage pitfalls and driving eventual success. “With the current cut backs in the public sector, the Government is looking for the private sector to kick start the economy,” says Ken Deary, founder and managing director of Preston-based niche home care provider, Right at Home, which was founded in January 2010, and will open its fifth office in 2011 with plans to create 5,000 jobs in 100 UK offices in the next ten years. “SMEs are crucial to the private sector and start-ups are an important part of SME culture. Without new starts, the economy lacks creativity and it will be difficult to add to job creation. Some new
Ken Deary
4 in:brief SUMMER 2011
starts will be more successful than others, have bigger plans and create more jobs and wealth. However, each new business will put money into the economy and create jobs at a time when we really need it.” This view is echoed by Robert
entrepreneurs are continuing to develop fresh opportunities in the region’s key sectors.
respectively of the new accounts opened by the banks across the region.”
“As Britain looks to trade its way out of the downturn, we have seen a 10 per cent rise in the number of business start-up accounts opened in the North West,” says Oliver
One Lancashire start-up that vividly illustrates this point is Blackpoolbased WST Travel. The business was acquired in November 2010 by start-up vehicle Next Generation Travel to fill a gap in the niche educational travel sector. In its first six months, WST has grown sales by 50 per cent and is anticipating further expansion in the next halfyear.
“Incubators are a fantastic way for inventors or entrepreneurs to gain support and assistance in getting their business from an idea or early stage to market” Dobson, a Corporate partner at Napthens: “Another very important benefit of start-ups to the broader economy is that they provide new competition that makes sure established businesses stay on top of their game. Start-ups often take a blank canvas approach and create a healthy, stimulating shake-up in the market they are entering.” Historically, Lancashire has been a hotbed of new business innovation and evidence suggests that local
Robert Dobson
Burton, director at RBS Corporate in Preston and Blackburn. “Figures from the banks show the number of business start-up accounts opened between June 2009 and June 2010 increased by 10 per cent. During this period, RBS Group opened 13,632 start-up accounts in the North West, with the most popular sectors being professional services and construction, which account for 20 per cent and 14 per cent
Oliver Burton
“The main barrier to entry in educational travel is obtaining and finding the funding for ABTA licences and bonds, not to mention the health & safety certification,” explained managing director Deborah Beckett. “The most effective way to start a business is to acquire an operation that already has these in place, which is what we did.” The educational travel sector has traditionally been fragmented, but has experienced a period of consolidation in recent years as major players have acquired smaller specialist firms in the relatively recession-proof school trips sector. “Despite this activity, there is intense brand loyalty among teachers who prefer the personal touch to the corporate approach,” said Deborah. “We identified the need for
Deborah Beckett
exceptional customer service levels, combined with one-to-one relationships with teachers, and our instincts are proving correct.” Nonetheless, Deborah – formerly commercial director at NST and managing director at Eurocamp – believes starting a business is not for the faint hearted. “We had a great deal of industry knowledge and experience, including a finance director, non-executive director and non-executive chairman,” she said. “Despite this wealth of experience
Russell Howard
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sector focus: business start-ups
Bright sparks: Start-ups are the backbone of the economy
we were still treated as a start-up by the banks and found that it was much more cost effective to fund our ABTA bonding through insurance companies who took a more long term view.” Many entrepreneurs set up in business without this level of experience and they, in particular, must be aware of how to avoid the mistakes often made by new business owners.
“Among the most frequent errors is overestimating profit and taking on high overheads from day one,” commented Russell Howard, founder and director of The Watermark in Preston, which provides office space and commercial infrastructure for growing businesses. Russell added: “Take off the rose tinted glasses and get real with your forecasts. Keep overheads to a minimum but not at the expense of the way the business is promoted to the outside world. If you invest in a good brand image that encompasses everything, from business cards to the design of your office, your prospective customers will start to share your passion and buy into your business.” Russell also warns against behaving like a rookie. “I recently saw a line on the bottom of an invoice sent by one of our start-ups that said ‘All quoted prices are negotiable’ and thankfully it soon got removed. You must have the confidence to get a fair price for your work, but don’t get carried away.”
Simon Denye
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There is a great deal new businesses can do to improve their chances of success, such as thoroughly researching their market to ensure there is a sustainable demand for their product or service. “New businesses should monitor their activities closely, with a regular review of their performance against budgets and targets,” said Simon Denye, tax director at accountants McDade Roberts. “In addition, they need to watch competitors closely so that they can respond quickly if they need to, for example with pricing or promotions.” The role of business incubators is vital to help start-ups get off the ground, as well as ensuring they succeed in the early stages of business development. Oliver Burton, a former director of the Manchester Business School incubator, commented: “Incubators are a fantastic way for inventors or entrepreneurs to gain support and assistance in getting their business from an idea or early stage to market.
“The business skills and knowledge which can be sourced and passed on in these environments are amazing and can really help with the survival of the business and the sanity or skill-set of the individuals behind the idea or business.” In the current economic climate, funding is especially difficult, even for established businesses. So what are the most effective funding options for early-stage enterprises to develop their ideas? “Finance provided from your own resources, for example a redundancy package or from a family member, is the most effective because it minimises or completely removes interest charges from a lender,” said Simon Denye. Other funding routes include business angel networks as well as local authority grants and investment organisations such as the Rosebud Fund. Managed by Lancashire County Council, the fund has invested in more than 1,000 companies over the last 25 years, and is currently focusing on investment in sectors including advanced manufacturing, creative
industries, low carbon energy and intellectual property. “Invoice finance is often a good solution for early stage businesses,” added Robert Dobson. “It’s available from high street lenders as well as specialist funders and it means that borrowing is linked directly to sales, making the thorny issue of cashflow management much less of a worry.” So what does the future hold for the region’s aspiring entrepreneurs? Commentators agree that these are tough times, but they also point out that if you can launch a successful business during a downturn, it will perform even more strongly when conditions improve. “An honest assessment of prospects for new starts would be ‘challenging’,” said Ken Deary. “However, great personal and financial rewards are achievable over the long term. If you go in with your eyes wide open, have a viable business proposition, work hard at it, and persevere during the ups and downs you will inevitably face on the journey.”
SUMMER 2011 in:brief 5
ask the expert / where there’s a Will / Daniel Thwaites: ask the expert:
Registering your property Helen is a member of the Preston litigation team. She has a wide range of experience, in particular relating to property litigation for individuals and business clients. Q: I’ve received notification from the Land Registry that my neighbour is trying to register rights over my property. How do I object to the application, and will I be liable to pay the other party’s costs? A: Applications of this nature are usually difficult for the land owner to object personally to as they involve complex land law issues. The time limit for responding to these types of applications is strict and failure to comply can result in the application being granted and your property register being amended accordingly. Once amended, it can prove difficult to rectify. When your response has been lodged, the Land Registry will consider whether there is any merit in it. If there is it will ask the parties if they want time to negotiate to see if they can enter into an agreement; if not they will proceed to register the application lodged by your neighbour. At this stage there’s no risk of being liable for the other party’s legal costs. The majority of cases I deal with are suspended to facilitate negotiations taking place. Should they prove unsuccessful then the next stage would be to refer the matter to the adjudicator, and this is when the risk on costs starts. It’s important that you’re confident you have a strong case to object before proceeding. The adjudication process is similar to the court in that you have to exchange evidence and witness statements. The matter can be dealt with by written representations depending what issues are at stake or by way of a hearing. When the adjudicator determines the issue it will also make a decision as to who will be liable to pay the costs, which is normally the unsuccessful party. Contact: Helen.Clutterbuck@napthens.co.uk 01772 904323
Helen Clutterbuck
6 in:brief SUMMER 2011
Where there’s a Will, there’s a business plan Head of Wills & Estate Planning, Kathryn Harwood, takes a look at how company owners can use a Will to improve their business planning. Two thirds of people die without a Will, leaving their families in potentially difficult situations. Dying intestate can cause bitter arguments and heartbreak as individuals important to the deceased can be bypassed because the law of intestacy decides who inherits what. For business owners, this is perhaps even more important, and a Will is a vital tool for helping with both business planning and succession. The statistics speak for themselves. Figures show 65 per cent of private firms in the UK are owned by families, but very few owners have succession plans in place. What happens if a business owner dies – does the business pass to his wife, to his children? What happens to his
fellow directors who may have helped him build the business up? These are all important questions, and ones that can be prepared for fully in advance. Planning can keep business disruption to a minimum, and also help avoid painful and emotional family conflict. For example, a Will can be utilised to give shares to all children, but leave one in overall control of a company. Trusts may also be an important part of this planning process, particularly for family businesses. Putting shares into trusts can be used to help children who may one day go into the family business but who currently are too young to be involved. It may be however, that a business is not passed on to the next
generation, but instead put up for sale. Or there may be options in favour of fellow shareholders which are triggered on death. The consequent loss of Business Property Relief for Inheritance Tax purposes can result in costly Inheritance Tax bills on the death of the deceased owner’s spouse, which a well-planned Will can help to minimise. A Will can set out these plans in some detail, leaving nothing to chance. However, an appropriate Will must be made to set out how this decision will be made and professional advice should be sought by an expert in this field.
Kathryn Harwood
Contact: Kathryn.Harwood@napthens.co.uk 01772 904359
Brewery keeps faith with historic past and future vision Daniel Thwaites has grown to become the North of England’s major independent family brewer, without losing touch with its entrepreneurial roots. This means the Blackburn-based business, founded in 1807, is well positioned to adapt in the face of challenging marketplace conditions.
committed to preserving its rich brewing traditions. So change must be balanced and consistently integrated across the brand.
Sue Allen, commercial director at Thwaites said: “Over the past couple of years we’ve really started to change some hearts and minds about our brewery and our beers. I saw some old consumer research with quotes like ‘Thwaites – oh yes, that’s what my dad drinks’ and ‘they make great Northern beers’.
Thwaites recently took delivery of a new fleet of eight 26-ton MAN delivery vehicles, as part of a broader £750,000 investment programme.
“While we’re proud of our northern roots, we’ve lately been producing beers that have more national appeal – Wainwright would be a great example of that. It’s seen phenomenal growth and is now the fastest growing premium bottled ale in the country. We launched two new beers earlier this year: an IPA which we’re getting great comments about, as well as Old Dan, which is a historic recipe given a new lease of life. We’re so passionate about crafting new beers we’re also investing in a smaller brewing plant, which will give us a ‘cooking kitchen’ to experiment even more.” While embracing fresh developments and innovation, the company is
As part of this forward-thinking approach, Thwaites is planning to invest in its small 20-barrel craft brewery inside the main brewery to handle short production runs, as well as a Cold Store at its Shadsworth distribution depot which ensures cask beer is stored at optimum temperatures. In addition to its award-winning beers, Thwaites owns an estate of 350 pubs, a small but growing group of coaching inns called Thwaites Inns of Character and six four-star hotels and spas, trading under the Shire Hotels banner. Business development is based on a solid financial performance, which continued in the year to March 2011. Although the group’s turnover fell by 6.3 per cent to £126.7m, this had been expected following the disposal of a major hotel as well as decisions
Head brewer Steve Fielding
to pull out of marginal brewing contracts and the transfer of managed public houses to tenancies. Operating profit fell by £1m to £12.3m, but on a like-for-like basis, rose by £0.6m from £11.7m.
have restructured our business and are now beginning to see the benefits,” added Sue. “We are rightly proud of our heritage, and need to ensure we live up to the standards we set for ourselves.”
“During the difficult trading conditions of the past few years we
www.thwaites.co.uk
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a day in the life of / bribery act / opinion:
Bribery Act
A day in the life of… Margaret Hodder Margaret is a receptionist at Napthens’ Preston office in Winckley Square. Earlier this year she received a long service award for her 30 years at the firm. 8.30am: After firing up my PC and checking my voicemail, I action all messages that have been left and forward all overnight faxes on to relevant staff.
Margaret Hodder
6.00am: ...And the alarm goes off marking the start of my day. After breakfast I leave home at 7.10am to drive to work. 7.45am: Arriving at the office my first task is to prepare the rooms for the day’s meetings. I then make that all important first cup of tea which guarantees to set me up for the day!
9.00am: My colleague Roz joins me, which sees the start of a very hectic few hours of telephone calls and activity. Clients begin to arrive for appointments and we welcome them in. We deal with requests for deeds and archived papers from members of staff which involves frequent trips to the strong room to retrieve them. Archives are also stored with our storage agents so I’ll call them, making sure documents are delivered as soon as possible. We also take many payments from clients, by card, cash and cheques throughout the day. 10.00am: Keith Melling, our Head of Corporate is meeting with a client and his management team regarding a deal and I make sure the room is prepared – ordering food and refreshments, as it may be a long meeting. I then get on the phone to arrange a courier to despatch important documents for
a client involved in a commercial property transaction. 12 noon to 2.00pm: These two hours are the busiest of the day, with many people contacting us during their lunch break. Clients will often come in during this period to produce ID for various transactions, quite often for house purchases or sales. Ad hoc visitors regularly come in with a whole range of questions and queries. Today this includes a woman who wants to discuss the lease on her office premises and a newly married couple who want to make a Will. In both cases I put them in touch with the appropriate adviser and they make appointments for initial discussions. 2.30pm: A client who needs advice following a death in the family has an appointment with probate partner John Ward. This can be an emotional time and I make sure the client is reassured and made welcome before their meeting.
with the post - Royal Mail to frank, special and recorded deliveries to enter and DX to sort out. 5.00pm: Roz leaves but I stay on until 5.30pm. This is the quietest time and gives me a chance to prepare for tomorrow, which includes preparations for a presentation in the boardroom to a client involving the property, employment and corporate teams. I finally close the shutters in the front offices and switch the telephones on to night service. 6.25pm: I arrive home and prepare tea for my husband who’ll enlighten me about his game of bowls, usually followed by a diatribe about football, his team being Manchester United. On summer nights, I take off for a walk around the fields watching a heron alight from the banks of the river is the perfect end to my day. Contact: Margaret.Hodder@napthens.co.uk 01772 888444
3.45 to 5.00pm: I leave one of my colleagues on reception as I deal
To buy or rent? That is the question With increasing speculation that we are slowly becoming a nation of home-renters, like our European counterparts, Simon Ainsworth argues there is still a strong desire for people to own their ‘home sweet home.’
Simon Ainsworth
Why is this? A recent study conducted by National Centre for Social Research (NCSR) surveyed 8,000 people and two thirds admitted they thought the banks were not prepared to lend or offer new mortgages and would find excuses to turn them down. At the same time, 92 per cent of people said they thought it was tough for first-time buyers to get a mortgage, with two thirds saying it was virtually impossible. The large deposits currently required were seen as a further barrier. But - and this is an important but over 60 per cent of respondents all
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aspired to own their ‘Englishman’s Castle’ and Halifax, which commissioned the survey, is planning to launch a first-time buyer pledge in response people facing problems getting on to the housing ladder. Whichever way you look at it there are pros and cons to renting or buying. Renting gives you flexibility but little security and rental payments are often seen as dead money. Buying a house is usually a good investment, at least in the medium to long term, but if you move with your job regularly, or want to move up or down the ladder fairly quickly, you can suffer short term losses and mortgage penalties. With more prospective tenants coming onto the market and a relatively low number of rented properties being available there’s
Robert Dobson, Corporate partner explains that the new law is far reaching and covers arrangements in the private sector. It requires commercial organisations to demonstrate that they have adequate procedures in place to comply with the legislation. It also applies to businesses that have dealings with public or administrative officials in local or overseas jurisdictions. The new Act creates four offences: • An offence covering offering, promising or giving a bribe. • An offence covering requesting, agreeing to receive or accepting a bribe. • An offence of bribing a foreign public official to obtain or retain business. • A new strict liability offence for commercial organisations where they fail to prevent bribery by those acting on their behalf.
opinion piece: Simon Ainsworth, Head of Residential Property
Some first-time buyers are still finding it difficult to get on to the housing ladder and they are undoubtedly the most important aspect of the chain. However, many are unable to buy.
Trading businesses will need to be aware of the effects of the new antibribery law which came into force on July 1 2011.
upwards pressure on rents and even if a property at the right rent can be secured there’s more likelihood that the landlord may require possession back after six months if higher rents can be demanded.
Offences committed by an organisation’s agents, representatives or employees will result in it being held strictly liable in the absence of adequate anti-bribery procedures. Senior management and directors can be held personally liable if they are demonstrated to have sufficient involvement in the offence. The penalties can extend from fines (potentially unlimited) to imprisonment in the case of offences being committed by directors and senior officers.
I strongly believe there would need to be a huge shift in culture before we became a nation of renters. Owning your own property has always proven to be a good long term investment, either by taking advantage of capital growth or by benefiting from rental income if you decide to rent it out rather than sell. The real question is “will the banks lend you the money in the first place?” Robert Dobson
Contact: Simon.Ainsworth@napthens.co.uk 01772 904229
Contact: Robert.Dobson@napthens.co.uk 01772 904342
SUMMER 2011 in:brief 7
and finally:
Lisa Benskin and David Barnes
Firm welcome for new starters Damian Baron
Me and my… Mountaineering Preston-based family law partner Damian Baron regards Mount Baldo as his most remarkable conquest and Buachaille Etive Mor as particularly exhilarating. These are some of Europe’s most evocative mountains but Damian’s interest in alpinism began almost by accident.
do them. It most definitely clears your mind and makes you feel alive - but my better half often questions my sanity.”
“I had walked for many years and I suppose mountaineering was a natural progression for me but it was more by luck than judgement that my interest in the sport took off. I was in the Lake District completing a normal route and had seen a couple walk towards a cliff face and begin to ascend it. So I thought I’d have a go at that. I later found out that I’d completed Jack’s Rake which is regarded as a grade one scramble that helps reach a summit called Pavey Ark which is approximately 2,100ft. There you can explore the rest of the Langdale Pikes but it requires a good head for heights. It certainly got the adrenalin pumping.”
Damian has climbed some of the toughest routes accomplished by renowned mountaineers. “On one occasion I was climbing Tower Ridge on the North Face of Ben Nevis when I spotted other climbers coming down - one of which was Alan Hinkes one of Britain’s greatest ever mountaineers and the only Brit ever to summit all of the world’s 14 peaks over 24,000 ft high. To use a footballing analogy, it could be compared to North End being drawn against Barcelona!” His climbs are also completed on his own when most of us lesser mortals are aiming to wrap up warm and stay indoors away from the biting cold.
This first experience of mountaineering clearly whetted his appetite to tackle more ascents, most of which were completed in the UK including Snowdon, Scafell Pike and Ben Nevis.
“Winter climbing is challenging and exhilarating but like anything, if you approach it correctly and use the right equipment, then the adventure is hugely worthwhile. It may be demanding but it’s always memorable and you get a great sense of achievement when you reach a summit or finish a climb.”
“I’ve done most of the ranges in Britain but focus my activities on the Lake District, Glencoe and Fort William. I have also completed a couple of sea cliff climbs in Majorca which were hair-raising to say the least but this is part of the reason I
One of these climbs was the earliermentioned Buachaille Etive Mor, which stands approximately 3,353ft high guarding the entrances of Glen
Preston: 7 Winckley Square, Preston, PR1 3JD DX 714572 Preston 14 Tel: 01772 888 444 Fax: 01772 257 805 Email: Preston@napthens.co.uk
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Napthens has recruited more experts to the practice. Experienced solicitor Lisa Benskin has joined the Litigation team. In her new role she will work alongside partner Sean Gibbs with a particular focus on contractual disputes, shareholder and partnership disputes. The Residential Property team has also expanded with the appointment of legal executive Amanda Wilson. Amanda has particular expertise in residential development work, property and estate conveyancing, and has acted for large national developers including Bellway Homes, and local developers on new sites, plot sales and part exchange properties.
Solicitor Anna Craven-Kerr has joined the Wills & Estate Planning team in Blackpool, where she will specialise in Wills, administration of estates, Lasting Powers of Attorney and Court of Protection matters. Anthony Terry has also joined the firm as its new Head of IT after working for various blue chip legal clients in the region. He will be responsible for developing a new, comprehensive IT platform for the firm. Meanwhile, Martin Long, Head of the Blackpool and Fylde office, has been appointed to the role of Chairman of Napthens.
Etive and Glencoe. It is one of the best known and loved of all the Munro peaks and one of the most photographed sights in Scotland. To get to it by Curved Ridge is only for the technically competent and to do it on your own requires great skill, especially on a mountain that has claimed five lives in two years.
‘How to...’ seminars launched
“You should never approach these ascents lightly and it saddens me to hear of people who have lost their lives because these landforms, while they are amazingly engaging, can be terribly unpredictable as a change in weather conditions alters the game plan drastically.
The new style, interactive seminar, which included video demonstrations, case studies and role play, proved popular with attendees.
Meanwhile a recent seminar for charities took place in June at the new floating centre at Brockholes nature reserve. The event featured a range of speakers and guests enjoyed networking with fellow charity trustees and managers.
The next event is to be held on September 6, at Preston North End FC from 8am. ‘How to Protect Your Business’ will offer practical advice
To book a place on the 'How to...' seminar visit www.napthens.co.uk/seminars or call 01772 904397
“It shouldn’t put people off though as the sport is incredibly rewarding. I completed Mount Baldo, which has a summit of 5,400ft and overlooks Lake Garda so you can imagine the view when you reach the top. It was outstanding and a memory I will savour for years to come.”
A series of free, practical HR and employment law seminars was recently launched by Napthens with an event giving advice on handling a disciplinary.
on how to protect business contacts and confidential information.
Charlotte takes a STEP up Charlotte Cooper, solicitor in the Wills & Estate Planning team, has joined the ranks of a prestigious international body after passing a number of exams.
Damian has no plans to hang up his climbing boots. “There are a few more climbs I want to complete and why shouldn’t I when I have the Lake and Peak Districts on my doorstep? It would be rude not to.”
The Society of Trust and Estate Practitioners (STEP) is the leading professional group for practitioners in the fields of trusts, estates and related issues. Qualifying to become a full member of STEP is considered to be joining the 'gold standard' in the industry.
Contact: Damian.Baron@napthens.co.uk 01772 904270
Head of Wills & Estate Planning, Kathryn Harwood said: “STEP members are some of the most experienced and highly regarded practitioners in the field of trusts and estates and I am delighted to see Charlotte’s hard work and determination pay off with her success in achieving full membership.”
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