At the February Enterprise Network for Women meeting Jeanne Kelly and Melanie Crowley, both Partners with Mason Hayes Curran solicitors, gave excellent presentations on two areas of law of relevance to small business. More...
Key points from both presentations: 1) Commercial and Corporate Law issues facing start-ups and growing companies; Company Law - While you may start off as a sole trader, you can only restrict your liability by setting up a limited company. - Once you are registered as a company, it is important to comply with the various obligations. If you haven’t filed accounts, you could find yourself struck off, which can be discovered when tendering for large contracts. - Directors have very specific and rigorous obligations – you need to be careful about who you select. Shareholder Agreements - As is the case with people buying property together, it is worthwhile drawing up an agreement setting out some basic clauses such as how you can exit. In the case of dispute, the courts expect there to be a shareholder agreement in place – if it’s not there, it will infer terms so it is in your interest to draw up a specific shareholder agreement at the start. (Jeanne’s presentation gives examples of important elements of a Shareholder Agreement). Contracts - It is important to understand the terms of your contracts with suppliers and customers – the contract should set out rights and duties as clearly as possible - It is useful to know that the supplier can own the materials until they are paid - There is a lot of new Consumer Protection legislation covering consumer contracts – it is worthwhile checking that you are in compliance. Website - This is regulated by legislation. For example, pricing must be transparent. There are “cooling off” condtions – customers need to have a period to consider their purchase. The presentation points to some areas you need to consider. Intellectual Property - It is important to ensure that you are protecting your own Intellectual Property and not infringing on anyone elses. (The presentation explains the different forms of IP). - Important to remember that if someone comes into your company and creates something, they own it unless otherwise formally agreed – need to get them to sign an agreement. Overall advice What works really well is if a client has a list of priorities and a plan for tackling various legal issues over time. Well drawn up agreements with shareholders, suppliers, customers, etc can save legal costs later. There are some publicly available websites such as the Data Commissioners and CRO online (can check if a company is Limited) 2) Lessons in Employment Law - How to Get it Right from the Start It is useful to look at the Department of Enterprise and Employment website for information about legislation and employment inspectors. Contractor versus Employee – courts see a contractor as an employee if they meet certain criteria. Employees need to have a written statement listing 12-14 basic points about their employment such as salary, holidays, sick pay, confidentiality regarding sensitive information. It is important to get it right from the beginning to minimise later misunderstandings. Part time should be treated the same as full tmie – they have the same rights. Be aware of Equality Legislation when advertising and interviewing for new positions – do not ask questions that might lead to a claim of discrimination. You cannot deduct anything from salary unless agreed in advance. Some employments are covered by agreements made by Joint Labour Committees. These cover a range of sectors – it is worthwhile checking whether they apply to yours. You need to have written documentation about hours of work and rates – this can be checked by inspectors and you need records to comply. There are three sets of Procedures that it is worthwhile putting in place: - Disciplinary Procedures – must be implemented. - Grievance Procedures – for general complaints - Bullying Procedures – Need to comply with workplace legislation. She would summarise the most crucial information for a small business to be as follows: i. Have well thought through contracts of employment. ii. Record times iii. Have written procedures in place, particularly Disciplinary. iv. Put an email/internet monitoring policy in place. If you are interested in attending such events why not join the Dublin City Enterprise Network for Women? Dublin City Enterprise Network for Women is an established and successful network that offers numerous supports and opportunities for women entering business and established businesswomen. Apart from the usual benefits you would expect from a good business network, the Network for Women provides discounted training from Dublin City Enterprise Board, a free subscription to Women Mean Business magazine and an opportunity to enter the Dublin City Female Entrepreneur of the Year Award. The Enterprise Network for Women meets monthly when presentations on business topics are made or social activities engaged in. The annual membership is €100. For further information contact: Pauline Logan, Manager, Dublin City Enterprise Network for Women, M: 087 979 8430. E: network@dceb.ie Join today.