Business succession planning
Last verified: 5 November 2025 (England & Wales)Quick-read summary.
Your Will is a cornerstone of business succession planning. It should work in conjunction with your company’s Articles of Association, ensuring that shares or business assets pass as intended. A Business Trust can protect family beneficiaries and support tax planning. A Business Lasting Power of Attorney (BLPA) ensures the business continues to run if you are unable to act in your own life. Without this, bank accounts can freeze, contracts stall, and value can be lost.
Why this matters
If an owner dies or loses capacity, customers, staff, and family rely on clear legal authority. The Will governs who benefits on death. The Articles govern who can be a shareholder or director. The BLPA covers lifetime incapacity, allowing day-to-day decisions to continue.
Core tools
• Will with business clauses: identifies business assets, names suitable executors and trustees, and coordinates with the Articles.
• Business Trust (by Will): holds shares or assets for the family, manages timing and disputes, and can support Inheritance Tax planning where conditions are met.
• Business LPA (BLPA): appoints attorneys to make business decisions if you lose capacity before death. Separate from your personal financial LPA.
Alignment with your company documents
Your Will must be consistent with the Articles of Association and any shareholders’ agreement. Where there is a conflict, the Articles and shareholder rights usually control share transfers and director appointments. Executors do not automatically become directors. Check pre-emption rights, director appointment rules, and any restrictions before you draft the Will.
Practical checklist
Review now if any apply:
• You own shares in a company, are in a partnership, or run a sole trade with staff or contracts.
• You want your family to inherit or benefit from business value.
• Your Will has not been checked against the Articles or shareholders’ agreement.
• You would want someone you choose to run the business if you were ill.
• You may qualify for Business Relief and want to avoid wasting it.
What to consider
• Executors and trustees: choose people who understand the business or will take professional advice.
• Business Trust terms: allow trustees to hold, sell, or reinvest, and to work with directors while protecting beneficiaries.
• Directors and control: set realistic expectations for family members versus co-owners.
• Tax position: Business Relief may reduce Inheritance Tax on qualifying trading assets. Investment businesses are generally excluded. Get advice.
• Personal vs business LPAs: use a separate BLPA so the right people handle business decisions.
• Banking and contracts: ensure mandates, insurances, and key contracts are compatible with your plan.
How this works in real life
• Sole trader without a plan: A plumber fell ill without a Will or BLPA. Wages went unpaid and contracts were cancelled. By the time authority was granted, the business value had gone.
• Articles conflict with a Will: A shop owner left shares to children, but the Articles gave co-owners first refusal. Dispute and delay followed. Aligning the Will with the Articles would have avoided this.
• Planned continuity and sale: A consultancy owner updated the Will to match the Articles and put a BLPA in place. Attorneys kept operations going during incapacity. On death, the company was sold at full value for the family.
• Using a Business Trust: A print company owner left shares to a Business Trust. Professional trustees managed disputes and timing while beneficiaries received value as intended.
FAQs
Do I need a separate Will for my business?
No. One Will can cover personal and business assets, provided it deals clearly with your business interests.
If my Will conflicts with the Articles, which prevails?
The Articles and any shareholders’ agreement usually control transfers and appointments. Align documents to avoid conflict.
What is a BLPA and why separate from my personal LPA?
A BLPA appoints attorneys for business decisions if you lose capacity. Keep it separate so business attorneys are chosen for their skills and availability.
Can business assets qualify for Inheritance Tax relief?
They can. HMRC Business Relief may reduce Inheritance Tax on qualifying trading assets. Exclusions apply, so obtain advice.
Next steps
• Review your Will against the Articles and any shareholders’ agreement.
• Decide whether a Business Trust is appropriate.
• Put a BLPA in place for continuity.
• Keep bank mandates and insurances consistent with the plan.
If you would like a short, no-obligation review, ask for two example dates and times. We will confirm the key gaps and outline a straightforward route to address them.
