Most businesses which operate or intend to operate heavy goods vehicles or buses will require either a Goods Vehicle Operator licence or a Public Service Vehicle Licence. We are regularly instructed  by other solicitors to provide road transport expertise either where their client faces regulatory action or in the case of commercial sales ,acquisitions and group re-structuring where the longevity of the road transport needs are paramount. Without the correct licences companies often find themselves unable to operate hgv or buses from completion or end up operating illegally.  Such licences are not transferrable from one commercial entity to another, requiring any new entity to have its own licence provision in place to cover the desired vehicle numbers and operating centre locations of the business it is acquiring.

Asset acquisition from a liquidated company also needs careful consideration, so does the way IP's manage an Operator Licence under their control. 

The road transportation needs of a company are often crucial to its commercial viability but the stringent Operator Licensing Regulations can make it a minefield for uniformed Operators. 

We offer prompt and effective legal support on the following:

• Public Inquiry or Criminal Court Representation- Traffic Commissioner regulatory or criminal court proceedings
• "Data Room" inclusion - advice on relevant documents to be included in a "data room" in preparation for a commercial sale/acquisition
• Due diligence - advice on key questions to be asked regarding HGV or bus operation during commercial acquisition/sale
• Road transport conditions within the "SPA"- acting for Buyer or Seller to ensure the client is protected
• Working in harmony with commercial law teams - to ensure the Operator/PSV Licence aspect works with the rest of the project and transaction. Participating in all party telephone calls or meetings
• Assessment of a Buyer's actual road transport needs for completion - to ensure effective absorption of the transport operation it is acquiring from the Seller and to add to where necessary.
• Financial Standing assessment- to ensure the client meets the stringent financial regulatory requirements to enable effective vehicle operation on completion.
• Drafting and management of  required licence applications and amendments - often working to very tight timescales to ensure all is in place for completion
• Overseeing  the donation of the Sellers operating centres - to the Buyer and ensuring the protection of any remaining Licence needs the Seller may have post completion
• Road transport requirements on insolvency or administration - often trying to keep the "vehicle wheels moving" until a Buyer is found. 
• Supporting Insolvency Practitioners - on their options, risks and responsibilities relating to the vehicle operation.
• Implementing "emergency contingency road transport plans"- where the hgv or bus operator licensing needs of a Buyer may have been overlooked or have changed and looking at all potential options to allow for vehicle use from completion. 
• Group Restructuring and entity changes - ensuring Operator or PSV Licences are best placed within a Group to allow for the desired vehicle use and for commercial efficiency.
• Enabling subsidiary companies to  have use of a parent company Licences-  looking at most convenient and effective ways for the operating entity to run vehicles. 
• Professional Negligence claims - advising either party where it is alleged that the transport and operator licensing needs of the client have been overlooked in previous transactions.

We have received instructions from Solicitors, Insolvency Practitioners and Accountants to assist on some very high profile commercial transactions and at all times appreciate the need for complete confidentiality. We approach any consultancy work with the same level of care and commitment as we would give to any of of our own clients. We will discuss fee estimates at the outset of any instruction and work with you to establish the best "mechanics" of any instruction. 

Case Studies

A. Working with a firm of Solicitors advising a Buyer in an asset acquisition to ensure that the client's desired hgv operation could be achieved by completion. Drafting and managing numerous licence applications in different parts of the country and working out what existing operating centres and depots of the Seller could be moved over to our licences and what other centres would require entirely new applications. Working with very tight timelines and having to ensure that the client had sufficient professional and human resource to satisfy the Licence requirements on the number of vehicles it was seeking in total. Advising on some reorganisation of the specialist transport staff who were to be "TUPE'd over" on completion.

B. Assisting a London firm of Solicitors late on during the acquisition of a bus company for a client with prominent local passenger routes. One week before completion it was recognised that no new PSV Licence had been obtained to allow the new company to run its fleet of buses. Without this licence there was no viable business. Working closely with the the client to set up a sub-contacting and “cross hire” arrangement using existing licences from other 'sister' companies to ensure that vehicle operation could occur while a new Licence was applied for. Working closely with the Traffic Commissioners office to push the application through as quickly as possible and ensuring that there was also a genuine and tangible “paper trail” in place so that the subcontracting arrangement would stack up in law.

C. Working with a firm of Solicitors  managing the purchase of assets of  large liquidated Waste Company in the South East area. The Company entity was to change on sale and the Insolvency Practitioners and Solicitors had 'presumed' that the previous Operator Licence held by the Company in liquidation, for operation of a fleet of lorries, could simply be transferred to the Buyer. Advising that a new Operator Licence had to be sought, seeking to avoid illegal operation of vehicles by the Buyer in the interim period. The precarious commercial situation jeopardised the deal and the ongoing employment of 60 staff. Having to respond quickly and working closely with the Traffic Commissioners office to achieve a fast commercial resolution and new Licence in time. Also advising on contingency measures if required.

D. Assisting a firm of Solicitors acting for a Buyer of an existing company on the proper inclusion in their standard 'due diligence questions' of more detailed enquiries relating to the possible use of hgv's by the Seller  . Discovering that incorrect Operator Licences were in place for the company the client was buying and that position exposed possible illegal activity and in no way provided our client with the required commercial opportunity. Acting swiftly to seek a commercial resolution and unearthing issues would have otherwise potentially resulted in the Client business operating illegally on completion.

E. Assisting a firm of Solicitors with an international client seeking to change its UK company group structure but requiring advice on the impact this would have on its existing UK Goods Vehicle Operator Licences. Advising on a different approach than initially considered so as to place the Licences in one prominent entity so as to take full advantage of UK Licensing Regulations permitting use of one Licence by numerous entities and subsidiaries in certain circumstances. The new format also allowed for better "control" of the Operator Licences going forward. Overseeing the entire Licensing process to ensure all was in place by the time of completion.

F. Advising a firm of Solicitors involved in the asset acquisition of a manufacturing business for a client. Client had no previous heavy goods experience and was wholly aware of the regulations associated with its desire to operate a large fleet of curtain sided trucks on completion. Assessing the client's actual hgv needs for completion and assessing what was already in place for the Buyer. Working closely with Office of the Traffic Commissioner to apply for the desired licences and also examining the 'repute' of proposed new directors for the Buyer to ensure they would be deemed 'suitable' to hold the Licence. Looking at the stipulations used by Traffic Commissioners particularly relating to directors existing commitments, previous Operator Licence history and criminal convictions.

G. Advising a firm of solicitors acting for the Seller of a well known retailer. Client chose to break its business up in to numerous parts and we were faced with the challenge of ensuring a smooth transition of all goods vehicle operating centres over to the varying buyers, some of whom had not received any transport law advice from their own solicitors. Working with a number of other complicating issues and differing completion dates and having to ensure that at each stage the client was able preserve and protect its own hgv use needs while differing parts of the business were being sold on. Having to work closely with the commercial law teams and being exposed to certain competition regulatory contraints also.

H. Assisting an Insolvency Team in a firm of Solicitors acting for the IP. Seeking to sell the assets on to a new buyer as a matter of urgency but faced with numerous regulatory constraints relating to the Operator Licence held by the company in Liquidation. Advising the IP on its regulatory requirements in terms of trying to keep the business alive prior to sale and trying to seek  a resolution as to how the business could be taken on by a new owner.

I. Providing initial advice and opinion to a firm of Solicitors defending a professional indemnity claim where it was alleged that insufficient enquiries had been made during a commercial acquisition process of the Operator Licence and and legal restrictions at an intended operating centre.   

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