Federations

Do you need to work with other GP practices to maintain earnings and win new contracts?   Can you reach agreement with your neighbours to form a federation?

Having taken GPs through the ‘forming, storming and norming’ to create federations, we are pleased to see the structures facilitate the performing of the organisations.

Questions we assist with answering include:

  • Who will own the company?
  • Should it be a social enterprise or not for profit company?
  • Who will have voting rights?
  • Who will receive dividends and how are they allocated?
  • Who will run the company day to day?

One size does not fit all. Andrew Firman, who heads our healthcare team and advises on new models of healthcare, knows the Government is seeking local solutions to meet the needs of the local area.  Likewise with federations, each one has its own vision as to what it wants to achieve, and its own culture, which we will work with to find your ideal solution.

Talk to us to form your company and write your Articles of Association, Shareholders’ Agreement, Corporate Governance handbook to meet your objectives and address your fears.

Recent Cases

Advising on the incorporation of a company limited by shares for a federation of 44 practices including drafting the articles of association and an ownership structure based on the number of patients of each practice

Advising a group of eight practices on changing the constitution of their social enterprise company so that it is owned by the partners of the practices and has a robust methodology of appointing directors

Drafting a corporate governance and code of conduct document for the Board of a federation to follow in the conduct of the Board and committees

Restructuring a group of companies owned by GP practices so that they work coherently together and provide rewards for the owning practices derived from the success of the organisations

Meet the team

Partner - Employment

Andrew Firman is a partner in our corporate & commercial team. His corporate practice concentrates on buying and selling mainly owner-managed SMEs and associated advice on contractual and banking documentation work.  His employment practice covers all aspects of contentious and non-contentious work for both employers and employees. His charity practice majors on compliance and amalgamation matters.

Transactions

In his work, Andrew looks for proactive and pragmatic solutions derived from a proper understanding of the client’s perspective and against the background of the commercial constraints.

Career highlights include

  • running a David v Goliath style battle for a former employee of a US based bank related to the late vesting of share options following that employee’s termination at a time when the US markets were in freefall
  • negotiating, finalising and drawing down for an off-shore SPV borrower at £310M facility to buy a group of companies which owned, as an investment, the London HQ of a multinational corporation
  • reaching settlement terms on a long running shareholders’ dispute concerning a company running a niche members’ gym in a close knit area of London

More recently, Andrew has advised upon

  • the purchase of owner-managed companies across a number of different sectors by a leading SME investor, incentivising existing management via equity and loan note positions in the purchasing entity
  • sale by owner managers of a London based estate agency business with multiple sites, whilst preserving the sellers’ ability to continue business activity in the sector
  • sale of SPV off shore companies holding UK property assets
  • multi facility refinancing of a major UK specialist facilities maintenance company with asset based receivables, property, cashflow and recovery loan scheme elements
  • the negotiation and documentation of departure terms for the CEO pioneer of a cutting edge national charity
  • the position of a charity trustee in connection with disqualification proceedings and interim manager appointment by the Charity Commission in respect of two charitable trusts

Andrew has over the years enjoyed advising many owner-managed SMEs on the range of their needs for commercial, employment and dispute related legal advice, something for which the firm has received increasing recognition through awards, repeat and new business which in turn goes to the depth of the relationships the firm has with its clients and its target market in terms of size of business clients.

Andrew was educated at Nailsea School and holds degrees in law from Manchester and Leicester Universities.  He qualified as a solicitor in 1995. He is a co-author of a Practical Guide to Drone Law.

Away from the office Andrew, married to a local GP and of occasional use to his three children, enjoys running and cycling and being involved in various ways in his local church and the fantastic community that is SE24.

020 7406 1000 - AndrewFirman@cartercamerons.com
Partner - Commercial Property

Eleri Jones is a partner in the Commercial Property department at Carter Lemon Camerons, having joined in December 2019 from another City-based law firm.

She specialises in commercial property matters relating to the charity sector in addition to acting for a full range of commercial clients.

Eleri is experienced in acting in the sale and purchase of commercial and residential property, Development Agreements, Commercial Lease renewals and Licences, as well as advising on compliance with the Charities Act, charity governance documentation, the transfer of properties to CIO and the development and disposal of school land.

Amongst her notable cases, she negotiated and drafted a development agreement for a large residential development with leaseback to the freeholder, including provision of development by the purchaser and provision for overage. Eleri also acted on a large-scale financial restructuring of a care home business.

Eleri qualified as a solicitor in 1993.

 

020 7406 1000 - elerijones@cartercamerons.com
Partner - Commercial Dispute Resolution

The Legal 500: Recommended lawyer 2020Lisa Ginesi is a partner in our commercial litigation and dispute resolution team.  Her practice covers a wide range of commercial disputes and predominantly relates to all forms of property disputes. The clients Lisa acts for range from large corporate property developers and investors to private property owning individuals.

Lisa regularly advises on a wide variety of issues affecting both residential and commercial properties and an extensive range of contractual disputes. Lisa has particular expertise in landlord and tenant disputes, the 1954 Act, dilapidation issues, nuisance claims; boundary disputes, possession claims, construction and development contracts, party wall disputes, trespasser proceedings and all aspects of enfranchisement.

In every case, Lisa actively looks for ways to reach practical and cost-effective solutions, whether that is through negotiation, court proceedings, self-help remedies or alternative dispute resolution. She works with her clients as part of a team, often alongside surveyors, engineers and a variety of other experts.

Recent Transactions include;

  • Successfully appealing against two Party Wall Awards and securing costs for our client in a case relating to a substantial development in Shoreditch.
  • Acting for a corporate property developer in a dispute to enforce the terms of a sale and construction agreement, to enable our client to complete their development and sell a number of flats.
  • Acting for a sole trader tenant, of a commercial shop in Great Russell Street in a claim against his landlord for unreasonably delaying and withholding consent to an assignment of his lease.
  • Acting for a residential property developer who intended to carry out underpinning works and was served with an injunction obtained by the Council to stop works for alleged breach of planning regulations and starting excavation for basement works.
  • Advising on a complex lease renewal of commercial premises under the Landlord and Tenant Act 1954, involving; disputed terms for a new lease; unauthorised sub-lettings and breach of planning legislation.
  • Advising a client who owns the freehold of a large residential block of flats in London in relation to a number of applications to extend leases under the 1993 Act, including dealing with applications to the First Tier Tribunal. Conversely, advising a number of tenants, in a different block of flats, on their rights to extend their leases.
  • Advising on a range of enfranchisement issues, including lease extensions and purchases of freeholds under the 1993 and 1967 Acts, and rights of first refusal under the 1987 Act.
  • Acting in a number of contractual property disputes including; disputed joint venture agreements; breaches and termination of JCT contracts; claims against insurers for losses and claims for unpaid fees and defective works.

Early in her career, Lisa had the privilege of being part of the team which took a highly technical lease renewal case to the House to Lords (P&O v Graysim).

Some notable and reported cases include;

  • Sai Ventures Ltd v Compar Properties Ltd [2016] – an appeal against two Party Wall Awards in a case relating to a substantial development in Shoreditch.
  • H Waites Ltd v Hambledon court Ltd and others [2014] – landlord and tenant dispute concerning air space and extent of the tenants’ demise.
  • Anslow and others v Norton Aluminium Ltd [2012] – a GLO claim for multi million pound damages in nuisance, claimed to be caused by smell, noise and dust.
  • Delgable Ltd v Perinpanathan [2005] – landlord and tenant dispute concerning the Landlord and Tenant Act 1954 Act and liability to repair roof.
  • P&O Property Holdings Limited v Graysim [2005] – dispute on the Landlord and Tenant Act 1954. This was a Supreme Court decision.

Judicial Appointment:  Lisa was appointed a Deputy District Judge to the South Eastern Circuit in 2020.

More…

Lisa was educated at Haydon Bridge High School in Northumberland and then studied law at the University of West London. She was admitted as a solicitor in 1992, having trained and qualified at Carter Lemon Camerons.  Lisa is a member of the Property Litigation Association, Women in Business, Women in Property, the Association of Women Solicitors and the Law Society.

020 7406 1000 - LisaGinesi@cartercamerons.com
Solicitor - Commercial Property

Sara is a solicitor in our Commercial Property team specialising in non – contentious matters.

Sara acts predominantly for property owners (both commercial and private clients) and assists them with their following affairs:

  • Buying and selling property by negotiating contracts unique to their circumstances and progressing them to completion.
  • Providing strategic advice on different elements of the transaction including where these deviate from the normal conveyancing process.
  • Negotiating additional agreements and documents where required with third parties such as with the client’s lender or with the local authority; and
  • Dealing with tenants’ requests for property alterations, assignments and renewal of their leases by advising her clients on the impacts and consequences of such.

She also has expertise in acting for domestic and overseas based companies who have commercial properties in London.

Sara also acts for a number of tenants in taking leases of buildings, commercial units and is well versed in key aspects of landlord and tenant law.

Away from the office, Sara enjoys running regularly and playing the guitar.

020 7406 1000 - SaraNazir@cartercamerons.com

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