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Culverwell Consulting

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Jim Culverwell

Premises – asset or liability?

6 July 2015 by Jim Culverwell

There are so many factors to consider in relation to the space a business occupies. People tend to look at it only from their own perspective. What it really comes down to is whether you, as a business owner/operator, view your premises as an asset or as a cost. If you look at your premises in the same way you would a member of your staff, then simply put, you get out what you put in.

To begin with, you have to make the right decisions at the time you acquire (lease or buy) space. Allow plenty of time for this analytical stage to avoid having to make compromises you may live to regret. It forms the basis for everything else you do. How big, where, what specification and more subtle things like natural light, parking and mobile signal – think of it like a ‘job spec’ for the property. What does the business need? It requires interrogation of the business plan, which is not always an easy exercise from within the business.

Then, once you have committed your business, during the period it occupies the property you may need to adapt and alter to suit the changing requirements of the business so it can make the best use of what it has; moving internal walls, for example, or even just decoration and carpets. The comparison is training a staff member to keep them fresh and relevant.

Lastly, there needs to be an exit strategy which has been ‘planned-for’ and which does not disrupt the business with unforeseen costs and upheaval. This is the same as when it is time for an employee to move to pastures new. You don’t want a big bust-up or worse, for it to go legal!

Look upon your business accommodation as you do a member of your staff and it will become an asset, adding value to the business and facilitating its growth; and not just a high cost, inflexible business overhead.

Filed Under: news

Don’t have premises unless you absolutely need them

6 July 2015 by Jim Culverwell

Don’t have business premises unless you absolutely need them.  That is one of my mantras. I recently had my windscreen replaced.  The process was interesting but the really interesting thing was to hear from the guy on the tools, how the screen replacement company has changed working practices and so reduced its property overhead quite dramatically.

Instead of having a portfolio of industrial units across the country for fitting glass, at a cost of millions every year, they all operate from vans.  The orders are sent to the van and the materials are picked up from a sort of oversized safe-deposit box.  There is an office somewhere dealing with the administration but, for that business, the industrial units are a thing of the past.

The rationale is that carrying a vast property estate makes the business cost heavy and therefore vulnerable.  Better to run vans you can sell if you need to and flex the headcount to meet demand.

The main point being the company profits are increased by not carrying the massive liability premises represents, some of it unquantifiable, and using innovation and technology to deliver the service.

So, think about it – don’t have premises unless you absolutely need them!  If you do, have the right premises in the right location, on the right commercial terms.

 

Filed Under: news

It is not all about the rent

28 January 2015 by Jim Culverwell

If we only agree the length of the lease and the amount of rent, we have left perhaps a dozen other terms and conditions which will not be tailored to the needs of the business. Does that matter?

In a typical commercial lease of about 40 pages, you can expect about 1½ pages to be clauses the landlord agrees to be bound by. They will vary depending on circumstances and they are a topic of another article. The point being that the other 38½ pages will include obligations, liabilities, duties and costs which fall upon the business, as tenant. Is there another contract in which a business owner would leave that much to chance?

It is always easy to negotiate on matters we understand. Money and time are in that category. How much and for how long. Knocking the rent down always feels positive and we may even get some time at the start of the lease before the rent kicks in – rent free period. The landlord has said how long the lease is to be, so that’s OK. But is it?

It is not that common to be in a position to negotiate. We don’t bargain over our trolley of shopping or a tank of diesel so it is understandable that when presented with a contract containing dozens of terms, the business owners may not know where to start to make it work for the business. If you don’t know what you don’t know, you are a bit stuck going forward.

What we can’t do is leave it to our solicitor to sort out. By the time it goes to the lawyers, the deal is agreed – crystallised – and cannot easily be “unagreed”. To try, is a very unsatisfactory and costly, up-hill struggle.

So how does a business owner get to grips with the opportunity a new commercial lease presents, to tailor its terms to the needs of their business? A good starting point is their own business plan. As the road map of a company, the business plan defines a whole range of parameters for the business: what it does, who it sells to, how many staff it employs and what skills they have, what technology it needs and so on. It is equally possible to use the business plan to help decide what premises it needs and the right lease terms.

So, by generating a property strategy from your business plan you can determine the physical attributes of the premises that will best suit your business – where, what size, what equipment; and then the terms it is going to be necessary to negotiate within any agreement – lease or licence, and therefore give your business the best chance of succeeding in its new premises.

Culverwell Consulting advises SMEs and start-ups on the complexities of acquiring business premises, through training, mentoring, full service consultancy, and using 30 years’ experience in commercial property transactions. Call, email or visit the website to find answers to your questions.

Filed Under: Articles

A new lease of life

28 January 2015 by Jim Culverwell

A new lease of life: businesses would surely achieve better terms if they knew how

An interesting article in a recent issue of Estates Gazette, by John Forbes QC and Vivien King discusses how commercial lease terms could be improved and clarified. As the vast majority of lease terms are burdens on the tenant, it follows that such improvement and clarification would have the effect of making the lease more realistic and even fairer to the tenant.

A select number of experienced real estate solicitors and support lawyers considered and discussed why lease terms are not evolving and becoming more explicit.

The rather sad summary of the problem [for business] is and I quote “… a landlord … is usually resistant to changes …” and “The client [the business which is about to become a tenant] wants a lease at an agreed rent to be drafted and agreed as soon and as cheaply as possible and apparently is not much concerned about trying to change and improve current practice”.

The article concludes with the massive understatement that this “is arguably not in the long term interest of the property industry.” It doesn’t mention that it is certainly not in the long or short term interest of business occupiers.

For a business to rebalance the landlord and tenant relationship and make the best advantage of its strengths, it needs to understand:

  1. Businesses are the critical ingredient in the success of landlord’s investment model, without which that model fails. As such, the business has a strength of negotiating position, which will bring significant value and reward if properly exploited.
  2. There are many complex elements to consider, which make up “the right premises” for the business. A well thought through business plan is a good starting point.
  3. How the lease permits that business to occupy, can significantly affect the success of the business. The scope for negotiation on a ‘give and take’ basis to obtain the key terms identified in the business plan, will yield valuable results, short and long term.

Commercial property is not on the daily agenda for business owners, unless you are a landlord. This mismatch of familiarity and breadth of knowledge can lead to unequal outcomes for the business but it doesn’t have to be that way.

 

Filed Under: Articles

How much do you really know about break clauses in commercial property leases?

26 November 2014 by Jim Culverwell

If you need the flexibility to break your business lease; or if you believe you have a break clause in your lease and would like to use it, understanding more about the realities of break clauses could just save you enough to be able to take that cruise or dine out every weekend for a year.

A bit about break clauses:

For the purpose of this article, a break clause enables a tenant to end the lease and leave early, as if it were the expiry of the full term. They have become common, even ‘normal’ as the level of certainty in everyone’s markets has diminished. Do you know what your business will look like in three or five years, let alone in ten years’ time?

However, conditions placed on the operation of a break clause can have a catastrophic effect on the ability of a tenant to exercise the option

How conditions affect break clauses

A landlord concedes a break clause to entice a tenant to take a lease but is allowed to add ‘conditions’. The effect is that what is given with one hand is taken away with the other.

The tenant may have made compromises like accepting a shorter rent free period or paying a higher rent in the belief he has secured a break opportunity. In fact there is only cost and disappointment to come, not a break.

This is because any condition will be strictly interpreted and if not fulfilled, enables the landlord to refuse to accept notice. The lease is not broken but continues to the end. There are dozens of court reports of failed litigation by tenants seeking judgment in their favour when a landlord refuses to accept a break has been validly operated.

Conditions include the requirement to give vacant possession, to maintain the property or even to pay the rent. None is necessary to activate the clause save perhaps, for providing reasonable notice of the intention to break.

At first sight, you might say “well fair enough, the landlord doesn’t want to let the tenant off if there is a breach of a lease clause”.

Conditions relating to lease clauses are all unnecessary because, by definition they are already in the lease along with another clause saying you can’t escape from a breach at expiry.

Don’t be caught out with a conditional break clause in your lease. Ensure, preferably at “Heads of Terms” stage, that it is worded in the simplest terms without conditions whose purpose is nothing more or less than to stop you from operating that break clause.

Filed Under: news

If you are starting out as a novice networker you need to decide if you are going to be a hunter or farmer?

23 October 2014 by Jim Culverwell

In the world of networking, there are hunters and there are farmers.

Hunters go to an event armed with leaflets and their elevator pitch with one objective: to sell, sell, sell.

They will ram raid groups of people, hijacking conversations and talk, talk, talk.

If they have a simple low-cost offering, they may claim some success. If they can make sales they may come away thinking their time was well spent and of course, at one level it was – at least for them.

That, however, is not networking… it is selling.

Let’s look at what has really happened and then at the farmer’s approach.

The hunter is out for as many sales as possible in as short a time. Along the way, he will alienate people, be shunned by others and avoided by the rest.

Networking is about forming, building and developing relationships. It is about knowing, liking and trusting. It is about being able to identify the sort of business your network members are seeking and making a referral – putting the requirement with the provider.

So what about farmers? Well, they are networkers really but they prepare their networking ground, sow seeds of business relationships, nurture those relationships and reap rewards through referrals.

They are in the room, talking, yes but also listening. Listening to what others are saying, looking for common ground, finding connections and getting to know.

Not everyone the farmers meet will become a member of their networks. Sometimes the relationship doesn’t get beyond the ‘know’ stage. That is not to say that a referral cannot result.

The farmers will keep moving around the room and metaphorically, ‘touch’ as many people as possible. Renewing and reminding those they already know and meeting as many new people as they can. They don’t get stuck in one group; they don’t stay with people they already know. They give and ask for business cards.

The farmers may leave the meeting having not met anyone who would buy from them and yet knowing the time was well spent. How?

Because all of the people they met will in time hear the need which the farmers business can answer and make that referral.

If the farmer met 15 people at that event who each have 200 people in their network, that is 3000 potential customers for the farmer’s business. That is a lot more than the hunter can hope to get from that meeting.

Filed Under: news

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