Lamination and administration

In Clinic this month: Karen Charlesworth on lamination; Anne Copley on the new Companies Act; and Ross McFarlane on invoice finance

We want to bring our laminating in-house - we’d be laminating output from an offset press and a digital press. We’d also like to be able to run the new green laminating film. What are our options?

Format and volume are the key thing to consider. What size is the output from your offset press, and how does it compare with output from the digital machine? Similarly, what run lengths are typical for each? If they’re widely different – a B1 offset press and a sheetfed digital press producing 60 pages per minute, say – you’d be better off either buying two machines or sending the volume stuff out to a trade laminator, because there isn’t one single laminator on the market that can economically cope with both ends of the spectrum. If they’re closer together – say your offset press is B2 and your digital machine is SRA3 – you can either cut the B2 sheet down to B3 before laminating it, or turn it end-on to laminate the short edge first.

The next thing to consider is your choice of laminating film. While pretty much all thermal films now work with all types of offset ink, laminating digital print can be a can of worms if your digital engine is the kind that spreads a thin layer of fuser oil over the sheet before it fuses the toner to the substrate, because this poses adhesion problems for the film. You might want to invest in two types of film for your laminating machine – one for normal offset work and another that’s specifically designed for digital print. Some of the main laminating suppliers have a digital grade, including GBC and Duplo. As for machines, it depends on volume again. At the short-run to medium end there are offerings from GBC, D&K, Tauler and Autobond. 

By the ‘new green laminating film’, I guess you probably mean Celloglas’s Cellogreen. It’s a cellulose-based laminating film that repulps like paper; Celloglas has also formulated it with an adhesive that doesn’t clog up the filters in the repulping process. Cellogreen runs on standard laminating equipment, but be aware of the cost. Celloglas aims to make the new film comparable in price to existing grades, but inevitably it remains more expensive. Watch out for other laminating films that claim to be eco-friendly: you need to look at both the film and the adhesive components to make sure they’re fully recyclable and/or biodegradable.

Karen Charlesworth, features editor, Printing World

What is the Companies Act, and where can I find out more? I hear it involves a big increase in administrative workload for limited companies. What are the penalties if we don’t comply?
 
The Companies Act of 2006 is said to be one of the largest pieces of legislation ever enacted in the UK. It became law in November last year, and has been introduced in stages. A new phase came into force at the beginning of October this year, and a final two phases become operative in April and October 2008.

The good news is that really there’s very little in the new legislation that changes the responsibilities of company directors. The codification of Directors’ Common Law Duties is mostly a re-statement of the current patchwork of common law duties and statutory duties enacted in previous Companies Acts.

Company directors must now act within their powers; declare any personal interest in the business of the company; not accept benefits from third parties; avoid conflicts of interest; exercise reasonable care, skill and diligence; exercise independent judgement, and promote the success of the business. In addition to all of those, directors retain some specific statutory obligations in connection with the filing of accounts and returns, and of course there are all the duties expected under other legislation – for instance health and safety and so on – together with specific obligations and powers set out in the Memorandum and Articles of Association of their company.

So it’s pretty much business as usual. The only new concept is that company directors now have a duty to promote the success of the business for the benefit of the shareholders as a whole, and not, for example, just the majority shareholder(s). There are a number of practical steps you can take to ensure compliance. These might include reviewing the letters of appointment for non-executive directors, and the service agreements for executive directors, to include the duty to promote success; providing training for your directors to make sure they understand their obligations; providing a written memorandum to board members; and ensuring that minutes of board meetings reflect that directors have considered their duty to promote success in their decision-making.

As a word of warning, non-compliance can mean fines on the company and/or being struck off the register. On a personal level, defaulting directors may have to pay damages or refund profits, and may also be disqualified as directors.

Anne Copley, head of legal affairs, BPIF (This answer was prepared with the help of Nicola Langley, commercial solicitor at BPIF Legal.)

What is invoice finance? What does it cost, and how might it benefit us?

Increasing numbers of businesses are turning to more innovative ways of funding such as invoice finance to fund company expansion plans. The argument for growing businesses to use factoring or invoice discounting is powerful because it meets the need to turn unpaid invoices into cash faster and generates the maximum working capital from the sales ledger balance. It’s a flexible way to help companies finance their business, manage cashflow and fund expansion plans all at the same time.

Invoice finance works by providing finances against invoices sent to customers. Typically – and this is Royal Bank of Scotland’s provision – advances of up to 90% of the value of the invoice are provided. These can be made as soon as the invoice is raised.

It has many advantages. It maximises the cash available for ongoing working capital and allows the availability of funding to grow in line with sales. And  you don’t need to renew the facility every year, as with an overdraft: it’s there for as long as you need it.

Invoice finance can also provide immediate working capital to facilitate expansion through acquisition, say, or a management buyout. Invoice finance is anticipated to be a popular product in the near future, thanks to the capital efficiencies and secured nature of the product, and the invoice finance market will continue to be shaped by the advent of new legislation.

Ross McFarlane, director UK sales and client relations, Royal Bank of Scotland Invoice Finance