LCF In The Media November 2021 by LCFPrint

IN THE MEDIA NOVEMBER 2021

CORPORATE

Yorkshire Deals Buoyant Ahead Of Awards Dinner

There are now just over two weeks until the Yorkshire Dealmakers Awards dinner makes its anticipated return, recognising the top talent behind the surge in mergers and acquisitions over the last year. The 2021 awards dinner will be held at New Dock Hall, Leeds, on Thursday 18 November. It will be sponsored by Arbuthnot ABL, Axon Moore, IGF, Michael Page, LCF Law, Shawbrook Bank, ThinCats and HSBC UK. The last year has been a tumultuous one for business but plenty of headline transactions and investments have been completed. At a recent roundtable sponsored by ThinCats, and chaired by Insider, published in the November issue of Yorkshire Business Insider, dealmakers discussed this record level of activity in more detail, as confidence returns to the marketplace following the pandemic. The roundtable highlighted the growing appeal of direct-to-consumer businesses when it comes to driving deals. Ben Kimball, director, regional business development, ThinCats, said: “We’ve started dealing with a lot more direct-to-consumer businesses – people who could

adapt quickly to everyone being at home, and getting their goods and services to them. That’s moved on as we’ve rolled out of lockdown.” The importance of Environmental, Social and Governance, or ESG, also continues to influence deals. Initiatives such as the ongoing United Nations Climate Change Conference (COP26), in which prime minister Boris Johnson has urged all nations to “get serious about climate change”, are likely to propel this activity further. Commenting on the ESG agenda, former Dealmaker of the Year, Giles Taylor, corporate finance and private capital partner, KPMG, said: “In the last six months the businesses that are focused on an ESG agenda are driving interest and pricing. The last deal I’ve just done, Reconomy’s acquisition of Advanced Supply Chain Group, was tech-enabled logistics and focused on the circular economy. It was almost the perfect storm of a deal from our perspective because it’s absolutely driving interest and valuations.” For more information on the Yorkshire Dealmakers Awards, and to buy tickets, CLICK HERE. READ ARTICLE ONLINE

CORPORATE

First Choice Naturally LTD Has Been Acquired By Joe & Tom Kershaw

Brothers Joe and Tom Kershaw were advised by LCF Law on their acquisition of First Choice Naturally Ltd, one of Bradford’s foremost fruit and vegetable wholesalers. The Kershaws bought a majority share in First Choice Naturally from owners Trevor and Wanda Hinchcliffe, whose son Richard remains as a director and shareholder. The 15-person business will continue to operate from St. James’s Wholesale Market on Wakefield Road in Bradford, though the Kershaws plan to expand its reach across Yorkshire. The deal marks a continuation of the Kershaw brothers’ business relationship with LCF Law. The firm has acted on the Kershaw family’s behalf in the past, advising on the acquisition of Burbank Produce Ltd in 1995 and its subsequent sale in 2001. The LCF team advising on this deal included partner Cathy Cook and solicitor Will Reynolds.

Lawyer Monthly had the pleasure to speak with Cathy Cook, Partner at LCF Law to give us some further insight into this transaction: Can you tell us more about your team’s involvement with the negotiations? The buyers and sellers have known each other for about 40 years and Trevor Hinchcliffe actually worked for the Kershaws’ grandfather at the beginning of his working life. This meant that most matters were negotiated directly and so it was simply a case of documenting their agreement. What expertise did your team bring to the deal? We have worked with the Kershaw family for a number of years and so understand their main priorities. The deal included a completion net asset adjustment to the purchase price, so we needed to work closely with our client’s accountants to ensure that the appropriate accounting policies were included.

CORPORATE

Did you encounter any challenges during the acquisition? If so, how did you overcome them?

Do you expect that your firm’s working relationship with the Kershaw brothers will continue?

Richard Hinchliffe has retained an interest in the company and is still a director, so it was important to ensure that a robust shareholders’ agreement was put in place to regulate the relationship between the buyers and the minority shareholder going forward.

I would certainly hope so. It is very rewarding to support generations of the same family.

How does this deal fit the profile of your law firm?

We work on a wide range of deals, many of which are reported in the media. We recently advised the director-shareholders of Consolidated Timber Holdings Group during an acquisition by Rubicon Partners. We are in the process of finalising a sale to an employee ownership trust and we are also just about to complete the sale of a care home and training centre to a management team who have worked with the vendor for years. The vendor is delighted that the business succession has been secured.

The majority of our corporate transactions are on behalf of owner managers or private limited companies, so this deal completely fits that profile.

What other notable deals have you recently worked on?

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CORPORATE

Employees Ringfence Ownership Of Yorkshire Fencing Firm

A longstanding Yorkshire company that provides large-scale fencing solutions to the construction, housing, education, sports and recreational sectors, is now owned by its employees, after transferring into an Employee Ownership Trust (EOT). Davison Fencing was established more than 30 years ago as a family business. Today the company is a leading installer of mesh panel systems, timber fencing and steel railings to schools, colleges, construction projects and all other types of commercial premises throughout the north of England. The new structure gives Davison Fencing’s 30-strong team a vested interest in the future success of the business, whilst Managing Director, Chris Davison and the senior team continue their roles with no changes. The company was advised by Cathy Cook and Michael Crook of Yorkshire-based LCF Law, and David Butterworth from Wheawill & Sudworth provided accountancy advice. In addition, Stephen Frazer of Frazer Hall Corporate Finance and Simon Shorthouse of Sandringham Financial Partners provided commercial advice to the board.

Chris Davison said: “Davison Fencing has a hugely experienced and dedicated team with a strong track record working on all types of large-scale projects throughout the north and beyond. At a time when recruitment and staff retention is an issue throughout the construction industry, the quality of our people gives us a clear advantage, which translates into the level of service our clients enjoy. “The EOT concept offers the best chance of maintaining and preserving our team, as well as demonstrating a long-term commitment to clients, which include tier one construction companies through to public sector organisations. The fact that all our people now have a stake in the products and services we provide, can only enhance the quality and standard of workmanship that we are already renowned for. “The advice that the team at LCF Law provided has been clear and straightforward throughout and the firm has been instrumental in enabling us to realise our ambition of joining an exclusive group of businesses that operate as EOTs.”

CORPORATE

Cathy Cook, who is a partner within LCF Law’s corporate department, said: “Davison Fencing is a successful and well-established business that had numerous options in front of it, but ultimately the EOT offers the best way for the company’s deserving team to maintain continuity and ownership in the future. “EOTs are an increasingly attractive option for businesses with the added benefit of tax advantages for both current shareholders and employees. In this case, it has enabled the directors to transfer ownership of the company to the team, whilst giving them the freedom to continue working in the business and mentoring the senior team, in preparation for the future, which was an ideal scenario for everyone involved.” Notable projects that Davison Fencing has recently completed include installing security fencing at Humberside Police’s new base in Melton, which was built by Willmott Dixon. Earlier this year the company provided site fencing for a development of 165 homes at Acomb near York and for the redevelopment of Boston Spa’s British Library site, which are both being built by Wates Construction. Davison Fencing has also completed the design and installation of security fencing and automated gates at Frank Marshall Estates’ Nano Park campus developments across Yorkshire and recently installed security gates and fencing at Oldham’s new £27million New Saddleworth School.

ALSO APPEARED IN • TheBusinessDesk • Bdaily • Bradford Zone • Yorkshire Insider Daily • Employee Benefits • The Yorkshire Times READ ARTICLE ONLINE

EMPLOYMENT

What Does Hybrid Working Mean For Employment Law?

With many large employers now formally granting staff the ability to work where and how they want; hybrid working has quickly become the new normal for many. Other employers are following suit and employment lawyers are busy supporting them with new flexible / hybrid working policies, but what are the key points to consider?

Employees have different reactions to returning to the workplace. Whilst some welcome the chance to go back to the office, others are more reluctant and both sides can face anxieties. Employers must keep the mental health of their people in focus, both in the immediate return period and the future.

Health and Safety: First off, employers still retain some health and safety responsibilities when staff are working from home.

However, with employees working from home, it can be a challenge for employers to recognise and assist with mental health concerns. Employees may become disengaged, find themselves working longer hours or coming under increasing levels of stress, which employers may not be aware of.

Matters such as workstation assessments can be carried out using online tools to ensure desks are properly set up and employers must act upon any recommendations.

It is vital that home working policies take account of these difficulties and employers maintain strong chains of communication, regardless of physical distance.

Where electrical equipment is provided – such as a computer – employers must ensure it is safe for use. It is sensible to stipulate that one condition of being allowed to work from home is that equipment must be returned upon request for appropriate PAT testing, and that failure to do so may lead to home working being suspended.

EMPLOYMENT

Contractual terms: It’s important to consider whether changes to working arrangements become a permanent contractual change, or a more ‘fluid’ and discretionary measure. Even where changes are offered only on a discretionary basis, they could still become implied terms of the contract because of ‘custom and practice’. If the changes become contractual entitlements, it could make it more difficult to make further changes in the future. Employers should therefore carefully consider any changes to ensure they don’t eventually become unworkable. Employees need to be aware where changes are made on a discretionary basis and understand why they could be withdrawn – such as where there are performance concerns, or where the arrangement is abused. Other leave: Policies must be clear that working from home is not to be used as an alternative to other leave arrangements, where these are more appropriate. For example, employees should be reminded that if they are ill, they should take the necessary time to rest and recuperate. Whilst some people may be able to continue working from home whilst otherwise unable to attend work, if someone is genuinely unwell, they should follow normal sickness absence procedures. In addition, it’s worth reminding staff that home working is not an alternative to having appropriate childcare in place. Employees should have appropriate arrangements in place for childcare – or other caring responsibilities – regardless of the location in which they are working. That said, there may be times where employees can work from home whilst also carrying out caring responsibilities temporarily; for example if the family was required to isolate following positive covid tests, or where a child is unexpectedly sent home from school due to ill health. However, if this is not possible due to the nature of the role, or the age of the children, the employee might need to take an alternative form of leave, such as sick leave, time off for dependants or parental leave.

Monitoring: One question troubling many employers is how they can monitor employee performance when they are working from home? Where there are online systems such as time recording, or ways of monitoring output such as number of calls made, or pieces of work produced, this isn’t always the case and there are many roles where this is not possible. Even where time spent working can be monitored, it can still be difficult to assess quality of work and there may be concerns over effective supervision and potential claims which may arise if work is not carried out to the required standard. Employers should therefore consider these issues for all roles when determining whether, and to what extent, they can be carried out from home. Where people have been at home throughout lockdown, it can be more difficult to justify refusing home working – at least on a part time basis – unless an employer can evidence problems it has caused over the last year. This may be difficult where the problem is intangible, such as team morale, or where it’s a case of showing that someone has not achieved the levels of competence which would have been expected, had they been in the workplace. However, these matters should be considered, and evidence gathered where possible, if employers plan to insist on a return to the office and are likely to face resistance. When it comes to monitoring telephone, email and internet usage, the same rules apply whether employees are in the office or at home. Policies should be clear as to what monitoring takes place and the reasons for it, and monitoring should not go further than is necessary. Employees need to be aware that they can’t expect privacy in email communications if monitoring is to take place and should be reminded of acceptable use policies regarding work systems and equipment.

EMPLOYMENT

Security and data protection: The same data protection requirements apply, whether staff are in the office or at home. It is sensible to review policies and procedures and to ensure that strict levels of data security can be adhered to, regardless of the working environment. Points employers should consider include: Secure storage arrangements should be in place for any hard copy documents taken home, particularly where these contain sensitive personal data. All computer systems should be password protected, left locked when unattended and should only be accessed by the employee. Confidential information should be disposed of in the correct way, including arrangements for secure destruction where required. Employees should be reminded of the requirement and process to report any data breach whether in the workplace or at home. Any additional monitoring which is to be carried out by employers may necessitate an update to an employer’s data protection policy / employee privacy notice. This is by no means an exhaustive list, and it would be wise for employers to review their internal policies and procedures to ensure that they remain fit for purpose in this ‘new normal’.

Conclusion: It is likely that most employees will expect at least some degree of flexibility in their working arrangements, if the position allows. Hybrid working is here to stay and given the potential benefits, as well as the need to attract and retain staff, employers are well advised to consider their personal stance on hybrid working arrangements and put appropriate policies and procedures in place. READ ARTICLE ONLINE

DISPUTES

Challenging a will is no laughing matter, says Ilkley law firm

AN Ilkley law firm is reporting a significant rise in the number of wills being challenged in recent years, with more families than ever before launching legal bids. Ragan Montgomery, who is a partner at LCF Law, has 20 years’ experience specialising in wills, trusts and inheritance disputes. She said: “We have seen a considerable rise in challenges to wills over the last decade, due in part to the change of modern-day family structures. Traditionally, there was an expectation that inheritance would pass to a spouse and then the children, but modern families are often more extended, which can leave expectant beneficiaries disappointed. “In order to make a will, a person must have mental capacity, and if somebody is affected by a progressive and degenerative disease, like dementia for example, at the time they make a will, this can legally be brought into question.”

A high-profile case recently, has seen the children of Monty Python’s Terry Jones launch a High Court battle with their late father’s widow over the estate that he left her in his will. Terry passed away last year, nine years after his marriage to Anna Soderstrom. His two adult children from his first marriage, have claimed their father’s 2016 will, which entitled Ms Soderstrom to his home in North London, does not stand. They claim he did not have the mental capacity when he wrote the will, as he was suffering from dementia. Ragan added: “In this case, Terry Jones’ children have launched a legal bid on the basis that Mr Jones did not have mental capacity to make a will due to his progressive illness, and we are seeing more capacity challenges to wills just like this one, as people are living longer, and dementia and other age-related capacity conditions are becoming more common.

DISPUTES

“In this case, the Judge will have to decide if Mr Jones had capacity to make a will based on his medical records, possibly using evidence from doctors, who are experts in his condition, and people who knew him at the time the will was made, including the solicitor who prepared the will. If the challenge is successful, any earlier will Mr Jones had made would be the valid will. If he has no earlier will, his estate will pass to family under strict legal rules. The loser in the court proceedings is likely to face a large bill, paying both their own legal costs and the costs of the winners. This case highlights the importance of making a will as early as possible in life, ideally before the onset of any diseases that can impact mental capacity. Anyone re-marrying or having more children should always review their will and be as open and honest with its recipients as possible to avoid any future disputes.”

ALSO APPEARED IN • Gazette & Observer • Wharfedale & Airedale Observer • Wharfedale Observer • Bdaily READ ARTICLE ONLINE