ContractStore Legal Business Blog

Photographers should all be aware that when photographing someone they ought to have the subject’s permission before using the photograph for any kind of profit (whether its financial or in-kind). We are offering for a limited period, a free download of our new Photographer’s Model Release Form – so there’s now no excuse not to protect your rights and those of the model or subject.

You may also find the Photographer’s Terms of Business, which comes with a simple form for agreeing a job with a client, of interest.

Let us know your feedback on our documents, and if you like them, tell others and link back to us.

Since 1st January 2007, every company in the UK must provide corporate details on its websites and in all emails that it sends.

The details you must display on both your website and on emails are:

• the company name (if this is different from the trading name then the difference should be made clear)
• the registered office address of the company
• the registration number and country of registration

The details you must make available on your website are:

• an email address where the company can be contacted (this is not needed on emails from the company)
• membership of any trade or professional association including the registration number
• the VAT number if VAT registered.

Make sure your website and email signatures are up to date right away.

ContractStore offers a free website privacy policy for use on your website – if you use it you are requested to put a link back to ContractStore as a credit.

As the largest national marketplace in the world, the United States is attractive for many overseas businesses. However, it is always a good idea to do your homework first.

ContractStore’s US legal expert Derek Devgun has prepared a checklist to help you consider the major considerations that apply when you are thinking of doing business in the United States.

You can download ‘Doing Business in the United States – A Survey of Legal Considerations’ for free from our website:

http://www.contractstore.com/business-in-united-states

ContractStore recently ran an online survey for SME’s about the threats facing their businesses, and what they are doing to protect themselves.

The research shows that as many as one in three businesses make up their own employment contracts.

Giles Dixon, managing director of ContractStore.com, says the findings are worrying and believes that the trend is due to a renewed focus on the economy.

Less than 10% of business owners regard being taken to a tribunal as their ‘biggest threat’ whilst approximately 40% of businesses name the economic downturn as their number one concern.

Dixon commented: “As times are possibly set to get tougher, it is vital to ‘batten down the hatches’ and leave no stone unturned with regards to protecting your business – whether this is guarding against bad debtors or making sure you are not exposed to employee claims”.

View the results summary here.

We’d like to extend our thanks to all the people who took the time to take part in the survey.

There are new requirements for people visiting China on business. In addition to a completed visa form, passport and extra photo, you will need to produce the following:

- Visa Notification Form issued by the relevant department of Chinese government or the government-authorized company.

- A copy of your Chinese hotel booking; and

- A copy of your outward and return flight ticket booking.

More information can be found on the website of the Chinese Embassy in the UK:

http://uk.china-embassy.org/eng/lsyw/chivisa/t424261.htm

ContractStore can also help you – we have a range of dual-language commercial contracts in Chinese and English that you can download from our website. Have a look at the full list here:

http://www.contractstore.com/chinese-contracts

We also have a free download on ‘Doing Business in China’

Every Gulf country has laws governing the appointment of commercial agents, and an agency agreement may have to be registered with the Ministry of Economy or some other government department. Great care is needed in selecting an agent. Amongst the factors that you need to look at is the capability of the agent.

Also check out his standing and reputation. It is not going to be easy to run a Dun and Bradstreet check on prospective agents. Instead, you need to make enquiries – of the British Embassy, Bank, other companies – including other principals of the prospective.

Other considerations include the agent’s facilities, location and whether the prospective agent acting for your competitors.

In terms of the Agency Agreement and legal implications in the UAE, Saudi Arabia, Qatar and Oman, only a national or a company wholly owned by a national can act as commercial agent or distributor within the state. In Bahrain and Kuwait a company with foreign participation can act as an agent provided that 51% of the shares are owned by nationals.

In the UAE and Qatar an agent is entitled to commission on all sales of the principal’s products in the territory, irrespective of whether the sales have been made by the agents. In Bahrain and Saudi Arabia, the situation is slightly different. In Saudi Arabia, for example, principals are free to restrict the agent’s commission only to sales which are actually made by the agents.

The general rule throughout the Gulf is that a registered agency agreement cannot be unilaterally terminated by a principal.

An agent can claim compensation for termination or non-renewal based on the success which the agent has brought to the business with the principal.

As a lawyer, I would strongly recommend that you take legal advice before you finalise an agency agreement.

View the other posts in this 4 part series:

• Doing Business In the Gulf And Middle East (introduction)
• Opening an office in the Gulf
• Free Zones in the Gulf

If you don’t like the idea of having a local partner or sponsor for your business in the Gulf, especially if your business is going to involve having a distribution centre – or an assembly plant – in the region, then you should consider going to one of the free zones. You don’t need a local partner – in effect the Free Zone authority is your local partner and issues your company with a licence. Your company therefore remains 100% yours and free repatriation of capital and profits are guaranteed for 15 years and in some cases for 50 years. Fujairah has a good free zone – and they have an advantage of having their port outside the Gulf, on the Indian Ocean.

Free Zones are not confined to industry – Dubai, currently leading the pack in attracting foreign business to the region has an internet city and has recently set up the DIFC (Dubai International Financial Centre) which has its own legislation, regulatory regime on Western lines and even its own civil court, presided over by an English judge.

View the other posts in this 4 part series:

• Doing Business In the Gulf And Middle East (introduction)
• Opening an office in the Gulf
• Appointing Agents In the Gulf

There are generally two pre-requisites of setting up an office in one of the Gulf States.

Firstly, unless you are exempt, you need to have a national of that country who is either an individual or a company wholly owned by nationals involved in your Gulf business to a greater or lesser extent. Exemptions are sometimes given to independent professionals.

Secondly, you will need a licence from the concerned authority in the country. In the UAE, for example, his is the Municipality in the Emirate in which your office is established. The licence is very important not only because it is illegal not to have one but also because without a licence, you won’t get your own dedicated phone line electricity supply, and be able to obtain visas etc. for staff.

Before getting the licence you have to establish a business structure.

The Federal Companies law requires that at least 51% of the shares must be held by a UAE national in the emirate. Similar rules apply in the other Gulf States.

It is also possible to have an agreement with the local partner that he takes less than 51% of the profits – i.e. share the profits in a different ratio from the capital.

The Federal law in the UAE provides for several different types of company formation but the limited liability company, not so different from a private company in England, is generally used by foreigners. There are standard forms of Articles of Association to be used when forming the company.

If you do not want to form a local company, you may be able to establish either a branch office or a representative office. Whether you go for a branch or a representative office, you will need a local service agent (“sponsor”) who, in return for an agreed fee, will assist with the formalities, residence permits etc.

View the other posts in this 4 part series:

• Doing Business In the Gulf And Middle East (introduction)
• Free Zones in the Gulf
• Appointing Agents In the Gulf

There has been a massive amount of new legislation in the Gulf States. Most of the Gulf countries now have sophisticated commercial codes, laws dealing with the incorporation of companies as well as legislation governing copyright and trade marks. Property laws are developing rapidly. The process is continuing – the UAE now has some environmental legislation which is likely to impact on new industrial projects. The increase in project financing and moves towards privatisation, all of which involve international banks, is helping to bring the Gulf states in line with other jurisdictions with a longer history of legislation.

Giles has written an article about doing business in the Gulf and Middle East for the Telegraph Business Club, we’ll be publishing information based on this to the blog in 3 further segments:

• Opening an office in the Gulf
• Free Zones in the Gulf
• Appointing Agents In the Gulf

ContractStore supplies a range of legal documents to assist those wishing to trade in the Middle East, including two free documents:

• Drafting Agency Agreements in the Middle East
• Notes on Commercial Law in the Gulf

The hourly rates of law firms in the UK have increased by 89% nationally over the past four years, according to a speaker at the Sweet & Maxwell Forum for General Counsel held last week in London. The conference discussed ways of controlling the cost of external legal support.  One of the speakers, Richard Susskind, a leading proponent of online legal services and author of The Future of Law and The Future of Law Revisited, told the conference that lawyers should move towards alternative models such as ‘commoditising services and multi-sourcing from alternative providers, including online.’

ContractStore’s most expensive English language contracts cost less than the time spent over a cup of coffee with a partner in a City law firm. And our links with smaller, specialist and innovative providers of legal services enable us to advise our customers on how to get the right legal advice at an affordable  price. 

So, if General Counsel want some savings on their legal bills, they can come to ContractStore for advice.