Business Law and Practice notes - BPP Law School - High Distinction Level notes!
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During the first half of the BLP module, you will develop legal and commercial skills in the context of
this expanding supermarket chain that is exploring new possibilities in its industry sector and
forming and acquiring new business divisions. The holding company of the group is a listed public
limited company.
Marine Paints International Limited
In the second half of the module, you will develop further legal and commercial skills in the context
of this private, medium-sized family manufacturing company with an international customer base,
which is undertaking various transactions with its directors and shareholders.
Anglo-Italian Limited
The final part of the module will be delivered in the context of this entrepreneurial private company
that is in financial difficulties after undergoing an unsuccessful expansion into a new business area,
at the same time as suffering a damaging dispute. Your experiences with this client should also help
you to foresee relevant issues that clients 1 and 2 should have kept in the back of their minds while
developing their new ventures, mindful of the fact that things do not go always as planned.
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In preparation for an SGS, you may be required to read articles from relevant practitioner sources.
One excellent resource during your study of BLP will be the PLC Corporate Law website
(http://corporate.practicallaw.com) (‘PLC’). This is useful in particular for providing summaries of
legal issues and practice areas (some of which you will be referred to during the module) and, going
, forward, updates on legal developments. It has an effective search engine and is well used by legal
practitioners.
Tolleys Company Law Service is a practitioner text found online, and in loose- leaf folders, which
many corporate solicitors use frequently. It can be accessed electronically, from within the Law
School or remotely.
Palmer’s Company Law is also available online (as well as in hard copy in the Library). You can access
it through the Westlaw website which can be accessed through the VLE.
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Commercial Awareness-
Before a business can instigate change, it needs a good understanding of where it already is. This
chapter will now discuss three different ways of looking at a business’ current situation:
Understanding where the business is in its life cycle;
Understanding what lies in its external environment; and
Understanding where its Strengths, Weaknesses, Opportunities and Threats (‘SWOTs’) lie.
The business life cycle-
Incorporation:
Whenever a business begins its life the people with the ideas for that business must decide
which business medium to use i.e. sole trader, partnership, limited liability partnership or
company.
If it is decided that the new business should be operated through a company then the first
stage will be to incorporate that company.
o In BLP SGS 4 you will work on the incorporation of a new subsidiary private limited
company for your client, Ritchisons Holdings plc. The BLP module concentrates on
private limited companies although you need an awareness of public limited
companies (plcs).
Raising Money:
It can begin to trade as a company once it has been incorporated.
There are two main ways in which a company can raise money,
o firstly through the issue of shares – known as equity finance. This is where the
company issues shares in exchange for cash. The shareholders will therefore own a
stake in the company and will expect to receive dividends (income) on their shares
and a capital return (i.e. a gain over and above what they originally paid for the
shares) if and when they sell their shares. Shares could be offered publicly, to friends
or colleagues, or even sold to venture capitalists such as 3i. Venture capitalists tend
to invest in high-risk start-ups which they believe will offer a high return on
investment if they are successful.
o The second way a company can raise capital is through debt finance – this is where a
company borrows money and in return promises to repay that loan plus interest. A
lender, such as a bank, will usually insist on taking some form of security over assets
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