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Director Helpline - Confidential personal specialist services for directors and business owners

Our Services

Advice and mentoring

It should be apparent from the information provided in this web site that the wealth of experience possessed by John Ram places him in an ideal position to act as adviser and mentor. He is retained as such by:

  • Company directors and business owners
  • Businesses and professional firms
  • Claims assessors of a major re-insurer and a number of insurance companies.

Contact John for guidance and/or another view – the answers are often surprisingly close and need not involve fees – we will do business with you another time when you have a weighty problem!

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Asset protection

In bad times –
Our primary role is to safeguard the personal interests of the individual company director or business owner and his family.

Our solutions are therefore geared to preserving assets and livelihood and minimizing the damage.

Obviously the earlier we are consulted the better is our ability to plan in advance and implement strategies.

In good times -
Contrary to expectations, sound advice in the good times is equally important.

Whilst generally taking advantage of the good times you should be reviewing your business and personal financial strategy to put in place the necessary arrangements to protect against unforeseen damaging events and for security in times not so good.

Asset protection strategies are best implemented in times of stability and prosperity when they can be most rewarding and effective.

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Bankruptcy

Personal bankruptcy is welcomed by many these days as a way of clearing the deck to make a new start. For business persons however the way forward is seldom simple. The consequences of bankruptcy can be drastic – it can ruin one’s livelihood and greatly damage family relationships.

A bankrupt’s estate passes to Trustee as of the date of bankruptcy. The Trustee would take action in due course to realise the bankrupt’s share of equity in any jointly owned assets, including the family home. All other assets would also be realised. The proceeds would be applied to payment of the Trustee’s fees and disbursements and any balance would be distributed to the creditors by way of a dividend.

A bankrupt would be allowed to keep the tools of his trade and a car (provided its value is insubstantial). He can engage in business but he may not take credit in excess of £500 without disclosing that he is bankrupt, and he is debarred from forming, promoting or acting as a manager or director of a limited company.

The issues are not straight forward. In every situation there is need to plan in advance to secure the livelihood and mitigate the consequences.

See Sections on:

Director Helpline will guide you through this difficult phase, help you maintain a livelihood, and minimise the damaging consequences.

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Business continuity

Personal bankruptcy, director disqualification and other DTI enforcement actions can threaten the continuity of the business under your management and control.

We have assisted many clients with solutions which enable them to earn a livelihood and preserve and protect their assets within the law.

The issues are not straight forward. In every situation there is need to plan in advance to ease the way and mitigate the consequences.

Director Helpline will work with you to structure and implement arrangements to continue the business, safeguard your interests and maintain your livelihood.

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Business structure

Most businesses are structured with tax and national insurance mitigation in mind. Commercial and asset protection considerations are left aside and can cause problems later.

There is an old adage which should not be ignored: "Never let the tax tail wag the commercial dog".

There is a right choice of structure to suit your business objectives. In addition care should be taken to ensure that your investment is protected, that your personal risk is reduced to a minimum and the relationship with partners, fellow shareholders and directors is regularised with properly considered legally binding agreements.

Director Helpline will help you comprehensively review the situation and put the necessary arrangements in place to protect your interests.

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Commercial disputes

  • Disputes are often emotional, full of bluster, misinformation and threats.
  • They can be frightening for the parties involved.
  • Many people have little awareness of the law, their rights and responsibilities in business.
  • An independent third party can cut out the bullshit and bring sobriety and focus.
  • Our invariable initial approach is to co-operatively work out a fair and reasonable settlement.

It seldom makes sense to resort to legal action. Litigation must be a last recourse as there is loss of control and the costs implications can be horrendous.

Director Helpline will help you achieve a resolution without resorting to expensive litigation. If litigation cannot be avoided we help you with arrangements which minimise risk and cost and we could also assist your solicitors and counsel in capacity of experts in accountancy and financial matters.

See: Commercial litigation

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Commercial litigation

We would be pleased to assist you in relation to any meritorious financial claim which cannot be pursued for lack of financial resources (be-it that there are no funds or that such funds are available should not be put at risk).

The problem

"Our court system is a wholly inefficient nationalised monopoly; our legal profession a posh kind of trade union operating a ruthless closed shop. The more work they can string out of a case, the more they get paid. As a result the system is unaffordable for most people…" (Eamonn Butler of the Adam Smith Institute in The Times, 28 December 1999).

Some lawyers are incompetent; they make lots of mistakes. Whilst many of these mistakes are correctable in the early stages, they can be very damaging. It is frustrating to find that you are not allowed to speak in Court because you engaged a solicitor to prepare your case and a barrister to speak for you in Court, but the solicitor did not prepare the case as thoroughly as you could have yourself and that which the barrister learnt of your case he has forgotten, so he is now telling the Court something which is far from the truth! A ludicrous situation but often true and often very damaging to the outcome of your case.

Remember lawyers need to be given facts and instructions. It is necessary to give the best complexion of your case – your solicitor will not do that for you and your personal view of the relevant facts may be limited for lack of understanding or marred for other reasons. One reason will surely be that you are too close to your matter.

Contingent fee arrangements

Contingent fee arrangements under which the legal team is paid a percentage of the recovery if there is one or an enhanced fee – and nothing if there is no recovery – have a lot to commend them. They have become the norm in accident and personal injury cases. In other cases however, whilst they are now permissible they are still fraught with difficulties and most successful lawyers will not consider them for the risks involved.

We find pragmatic solutions to the financing problem and we maintain a watching brief on our clients’ behalf, firstly by only using experienced lawyers whose work we can vouch for, and secondly by effectively working on the case with the client and the lawyers.

Our fees are invariably dependent upon a successful outcome and therefore we too have a vested interest in the matter being handled with expedition.

How we help

We understand business and finance and are best placed to assist with such issues. We will help you to give the best complexion to your case; solicitors often prefer that we prepare the briefing documents and draft witness statements/affidavits.

Our expertise and pragmatic approach enables us often to negotiate an early settlement, so avoiding expensive and time consuming legal processes. We have been especially successful in Director Disqualification proceedings, partnership and shareholder disputes, settling breach of contract disputes, debt claims and loss of office compensation claims.

Where legal proceedings are unavoidable we assist clients to effectively manage their case towards a beneficial result. Our role invariably involves: 

  • Initial evaluation of the case.
  • Development of strategy where necessary in liaison with other professionals.
  • Choosing and instructing appropriately experienced solicitors.
  • Securing means by which the work can be financed.
  • Monitoring progress of the case by keeping in close contact with the client, solicitor and other professionals.
  • Where appropriate providing litigation support to the legal team in our capacity as accountants.
  • Sometimes acting as experts in our own specialist areas of expertise, though it is preferable that an independent expert undertakes this work when we are closely involved in the case.

As in all aspects of business the objective is the achievement of speedy and beneficial results whilst minimising costs.

Discuss your matter with us.

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Company director disqualification proceedings

Such proceedings are invariably brought by the Secretary of State for Trade & Industry under the Company Directors Disqualification Act 1986.

The proceedings could result in your being debarred from being a company director or in any way involved in the management and control of a company. All current directorships are therefore at risk.  A disqualification order will limit your ability to conduct business - it may cause you to restructure the mode of any continuing or future operations; it would affect your credit rating; it may even destroy your livelihood. Although each situation is different the effects can be drastic.

We have built up expertise and made this a specialism of the firm.

We assist directors facing disqualification proceedings in the following ways:

A significant number of cases we have worked on have been discontinued because they were misconceived and the Secretary of State has paid our client’s costs. In other cases the objective was to mitigate the period of disqualification and the costs the defendant/s would be ordered to pay.

The issues are complex. Defendants who seek professional assistance fare better in such proceedings than do those who do not to respond or choose to act in person without assistance.

In most cases it is necessary to contest some or all the grounds of claimed unfitness and plead mitigation - we would assist with your defence and mitigation, advise you of the prospects and agree with you how the proceedings be progressed or disposed of.

In order to mitigate costs it may be appropriate to give an undertaking (“Disqualification Undertaking”) to bring the proceedings to an early end, or settle it by way of a negotiated “Carecraft“ settlement.  We would prepare the representations and guide you so you can act in person, and help you negotiate with the Disqualification Unit. 

Sometimes it is not possible to agree an acceptable period of disqualification and you may feel you would fare better if you plead mitigation in person in Court - if this is the chosen route we would help with the necessary preparations and tutor you. We could also assist you Court in capacity of a “Mackenzie friend”.

We could introduce experienced solicitor and Counsel to represent you at any stage in the proceedings.
 
It is possible to make an application for leave to continue to act as a director to specified companies, subject to safeguards. We would help with the necessary arrangements.

Unless leave is obtained you would be ordered to resign all your directorships usually within 21 days of the date of a disqualification order. The effect could be catastrophic if the consequences are not mitigated in advance. The mode of future business operations and the manner in which it is conducted may have to be re-structured. There are many issues to consider. We help plan and implement the necessary arrangements, working with existing advisers as appropriate.

Costs of solicitor and Counsel can be immense; worse still you would be liable for the costs of the Claimant if you lose in Court.

See also:

Our fees are reasonable and would be as agreed in advance. Contrary to what you may have been advised it is possible to dispose of such cases at reasonable cost.

Director Helpline will navigate you through this difficult process and also secure continuity of your business and livelihood.

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Company insolvency

See -

Director Helpline will help you to plan and implement strategies to minimise risks, resolve problems, re-structure and/or liquidate, maintaining firm control of your affairs and coping with any adverse consequences to overcome the problems and thereafter focus on building a secure future.

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Company liquidation

There are many ways to wind up the affairs of a solvent business. The route taken would be the most tax efficient and least costly. We will work out the best scheme for you.

Sadly very often it is not possible to turn around a distressed business and the best option is to liquidate in an orderly manner and arrange for the business to be continued through another medium.

See –

Often recourse to insolvency procedures is the best option but it would carry with it serious implications with regard to your own position in the company, other business interests and your personal assets.

So we repeat the warning: Do not agree to an insolvency procedure without first carefully considering the implications.

Advance planning is important. Director Helpline will also arrange an orderly liquidation, help you maintain firm control of your affairs and mitigate effects of any adverse consequences enabling you to achieve a smooth landing.

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DTI investigations

The Department of Trade & Industry has many specialist teams which have wide ranging investigative powers. It is in your interests to co-operate and provide full access to premises and information. At all meetings and interrogations you should be accompanied by a solicitor or other persons such as us who are experienced in these procedures. The role of your companion is to ensure that the proceedings are held in a calm and reasonable manner, free of duress, to assist you in the giving of evidence and to be a witness.

Director Helpline will navigate you through choppy seas!

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Offshore business planning

A UK resident company is subject to corporation tax on its worldwide income and gains. A non-resident company is only subject to corporation tax on its UK income.

An offshore company is deemed resident in UK if it is incorporated in UK or its central management and control is in UK.  Therefore not only must the director/s actually run the company but also they should be non-resident such that the board decisions are made abroad.

The Inland Revenue may have occasion to investigate and the arrangements must be seen to be correct.

Do-it-yourself offshore company management is highly risky. We have been astounded to discover that even the most seeming reputable providers of offshore representation and management services leave their clients completely exposed in event of Inland Revenue/DTI investigation.

Failure of the arrangement to stand up to rigorous investigation would render all income liable to UK corporation tax, currently 30% (standard rate) and any capital gains would be apportioned to the beneficial owner (you), generating income tax liability at 40%, plus interest and penalties. 

For these reasons great care should be taken; otherwise all the benefits and more would be taken away.

Talk to us about your needs and objectives; we will work with you to devise and implement water-tight solutions.

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Offshore financial advice, management and representation

It is no secret that properly constituted and well managed offshore arrangements can obtain considerable financial advantages and benefits.

It is possible to legitimately order your affairs so as to enjoy substantial financial benefits as well as peace of mind.

Given increasing governmental legislation and complexity the need for enlightened advice and diligence has never been greater.

We provide a competent, confidential, personal, one-to-one service to entrepreneurs and high earners.

We would serve as:

  • your first stop for advice and planning
  • your confidante and guide
  • the channel for tailored specialist solutions
  • your active management and/or representative

The key features of our service are:

  • planning and implementation
  • protection and sheltering
  • due diligence
  • acquisitions and investment
  • representation and agency
  • invoicing and funds management
  • administration and management of business
  • nominee services

We have the solutions to most problems; the rest we will work out with you.

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Other formal insolvency procedures

Administrations and voluntary arrangements may seem a good alternative but they can be expensive to set up and administer and experience shows that unless they are very carefully and professionally managed, they seldom achieve their objectives. 

Our view based on experience is that if the owner/manager of the business cannot turn it around with help if necessary from turnaround specialists, then an insolvency practitioner will certainly not succeed, and it is best to take the bitter pill by liquidating and continuing the business in a new structure.

We will evaluate all options with you.

Talk to us if your company’s Administration or Voluntary Arrangement is not working. It is a complete waste of resources when these get bogged down; you need to move on in your life and do not have time or resources to waste!

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Personal guarantee liabilities

  • These can be problematic and a source of much anxiety.
  • Avoid giving personal guarantees if you can.
  • If you have given guarantees and are at risk, then consider your situation and take action if possible to protect yourself.

If a demand been received for a personally guaranteed debt, do not panic and do not compromise your situation by giving a lot of information. Talk to us.

Director Helpline will handle the matter for you by agreeing a time-frame for negotiation and negotiate a settlement of the liability. We will also consider the implications and help you cope with the consequences.

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Revenue & Customs investigations

Revenue and Customs investigations and visits are frightening events for all involved. Fear besets all. Retained professionals fear criticism of their work from government departments and the client, fear losing the client and worse, fear receiving a claim for damages arising from professional negligence. You, the tax payer, worry that the investigations are being handled skilfully on your behalf and fear the consequences.

Few professionals have the experience and skill to handle Revenue and Customs enquiries investigations. There is a common tendency to talk down the implications and safeguard their interests by handling the matter in-house, when the best interests of all concerned is served by the matter being handled by an independent party.

We have handled and settled many cases where the accountant and/or the client had the perspicacity to value involvement of an experienced independent third party. In all cases the government agencies valued our competence and expediency; in most cases the relationship of client and professional adviser continued undamaged after settlement; in some cases the client terminated the professional’s engagement on grounds of incompetence.  

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Saving your livelihood

Please discuss your concerns with us and save yourself unnecessary anxiety. Nothing can deter you from plying your trade to earn a livelihood. The means of doing so may need some “re-structuring”.

See:   Business continuity

We can work out solutions to most problems.

Talk to us early and we will together draw up an action plan.

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Saving your home

Most business persons make agreements with their spouses and partners in relation to the matrimonial home. Sadly these are seldom committed to paper in form of admissible evidence.

Your home is at risk, as are all your other personal assets, to many types of claim that may be made upon you.

See:

Director Helpline will carefully review your situation and put in place the necessary arrangements to minimise risks and protect you and your family.

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Selling your business

You may wish to effect an exit from your business.

You have put in many years of hard work, money and sacrifice to build and maintain your business and you deserve to get the best price for it.

We would help you 'shape' the business to maximise price and chances of sale.

We could market your business without your employees, customers or competitors knowing that the business is for sale. The preliminary stages would be conducted without releasing your business name. Your identity and all confidential information would be made available to a prospective purchaser only after a legally binding confidentiality agreement has been signed to protect your trade.

Where professional business transfer agents are engaged we would work co-operatively with them and your other advisers to achieve smooth progress to completion.

Our aim is to help you dispose of your business confidentially, quickly and for the highest price.

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Shareholder/partnership issues

It is never too late to review your business situation and put agreements in place to minimise misunderstandings and regularise the relationships with partners, fellow shareholders and directors with properly considered legally binding agreements.

Director Helpline will help you to address the relevant issues and formulate the necessary agreements, working with the appropriate parties.

If you are in dispute we would help you negotiate a settlement.

See:

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Trouble shooting and problem solving

Take note: there is nothing special about your situation.

You know your business best and you do not need a highly paid consultant to tell you what you know already. In all probability the answer is staring at you.

More often than not the problem is that you are too involved, the situation is so emotionally charged and you fear the worst that you are unable to address the issues.

You need someone alongside to comfort, show how, give strength, help address the matter and if necessary to drive it to resolution.

We are here to do just that!

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Turnaround and re-structuring

Being in a leadership role in financially distressed business is probably the worst job around. The situation will get worse unless you get a hold of it.

Time is always of the essence and you must start immediately - the quicker you move the fewer the problems you will have to resolve.

We can relieve some of your pressures instantly by getting the creditors off your back and dramatically improving your cash flow to create breathing room and help you re-build a strong firm.

If the situation has become critical do not commit to insolvency procedures until you have carefully considered the implications and all options - insolvent liquidation should be a last resort as it invariably opens the floodgates to a host of other problems best avoided. You must turn around your situation and thereby avoid insolvent liquidation and the consequences.

The objective is to re-structure and re-align the business so it performs better, then to trade out of the distressed situation, building up a strong company.

A turnaround is achievable in most circumstances.

Director Helpline will help you redirect your hard work to identify and apply innovative remedies to fix the business.

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