Maclen (Music) Ltd. is formed

The original publishing arrangements with Northern Songs were heavily weighted in favour of publisher Dick James and manager Brian Epstein.

On this day, February 4, 1965, Maclen (Music) Limited was incorporated. Its shareholding was divided as follows:

• NEMS Enterprises (Brian Epstein’s company) – 20%
• John Lennon – 40%
• Paul McCartney – 40%

A week later, on February 11, 1965, John and Paul entered into the Maclen Agreement. Under its terms, they assigned the copyrights in all songs they would write over the following eight years to Maclen. Maclen, in turn, licensed those copyrights to Northern Songs for administration and commercial exploitation.

This created an important distinction. Maclen became the owner of the copyrights assigned by Lennon and McCartney, while Northern Songs was responsible for administering those copyrights and exploiting them commercially.

Instead of dealing directly with Northern Songs as individual songwriters, John and Paul now operated through a company in which they held an 80% combined stake. Maclen therefore became the vehicle through which they received the songwriters’ publishing income from compositions written after February 11, 1965.

Maclen was not the first company established for Lennon and McCartney’s publishing interests. It was preceded by Lenmac in May 1964, which had been created under the original Northern Songs structure to receive the writers’ share of publishing royalties.

[…] On February 5, 1965, Paul McCartney and John Lennon incorporated another company known as MacLen (Music) Limited (“MacLen”). Paul McCartney and John Lennon each owned 40% of MacLen’s stock, and Nems owned the remaining 20%.

On February 11, 1965, Paul McCartney and John Lennon executed an agreement between themselves, MacLen, and Nems, under which Paul McCartney and John Lennon assigned the copyrights in the musical works they would create over the next eight years to MacLen (the “MacLen Agreement”). Specifically, the language of the MacLen Agreement assigns to MacLen the “full copyright for all countries of the world” in the compositions subject to the agreement. The MacLen Agreement further recites that Paul McCartney and John Lennon were assigning the relevant copyright interests “so far as such copyright or right is assignable by law.” Because Paul McCartney and John Lennon together owned 80% of MacLen’s stock, they effectively controlled the company, an arrangement that enabled them to collaborate informally on their songwriting without a formal supervisory structure.

The MacLen Agreement was contemporaneous with, and in contemplation of, a second agreement (the “1965 Publishing Agreement”) between MacLen, Nems, Paul McCartney, John Lennon, and Northern Songs. The 1965 Publishing Agreement states that the earlier 1963 Publishing Agreement “shall not apply to any musical composition hereafter composed by” Paul McCartney and John Lennon. Under the 1965 Publishing Agreement, MacLen agreed to submit to Northern Songs compositions created pursuant to the MacLen Agreement and to assign Northern Songs the “full copyright for all countries of the world” to those compositions in exchange for royalties. MacLen would then distribute the royalties it received to its controlling shareholders, Paul McCartney and John Lennon. As with the MacLen Agreement, the 1965 Publishing Agreement purports to transfer each relevant copyright interest only “so far as it is assignable by law.” […]

From “COMPLAINT FOR DECLARATORY JUDGMENT Plaintiff James Paul McCartney, for his complaint against Sony/ATV Music Publishing” – McCartneySDNYComplaint.pdf

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The Beatles Diary Volume 1: The Beatles Years

With greatly expanded text, this is the most revealing and frank personal 30-year chronicle of the group ever written. Insider Barry Miles covers the Beatles story from childhood to the break-up of the group.

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