Our business sale and purchase solicitors take a straightforward approach that is designed to close deals. If you are buying a business it is an exciting time – yet you may feel taken aback by the volume of legal documentation the seller’s solicitor sends to you and how complex the issues seem. If you are selling your business, it is a time to reap the reward for your hard work – but you may be conscious of legal pitfalls, such as mechanisms in the sale agreement that will allow the buyer to claw back some of the purchase price from you at a later date.
In either case, you may wish to consider contacting one of our solicitors specialising in the sale and purchase of businesses. A corporate or commercial solicitor can guide you through the steps involved including ways of arriving at a value for your business, entering into an appropriately worded non-disclosure agreement before negotiations begin, sending or responding to due diligence: in corporate and commercial law, the carrying... enquiries and drafting the sale of business contract.
Buying an existing business is distinct from acquiring a company, in the sense that you are not contracting with the seller to purchase shares: a unit in a company that quantifies what portion of ... in a company, but to purchase all the various assets that form part of and are used to conduct the business. These assets can be as diverse and wide ranging as:
- The goodwill: a business’ intangible and reputational assets s... that attaches to the name of the business.
- Any stock-in-trade, or work-in-progress, that vests in the business at the time of sale.
- The benefit of any contracts and contractual rights from which the business generates its revenue.
- Intellectual property rights – for example the copyright in software source code – that have been commercialised in the course of the business.
- The book debts of the business.
- All of the confidential information: commercially sensitive information... and books and records of a business.
Each of these asset categories will have to be separately identified and dealt with in the sale of business agreement: in company law and business law,... to ensure that legal title to the asset is passed on. But taking a step back from that, if you are a buyer, you will first need to ask careful questions of the business owner about the particular assets being acquired. Where you are unsatisfied with some of the answers received, you may wish to obtain warranties or indemnities from the seller to ensure that, if the seller does not have good title to an asset, or if the qualities of an asset are misrepresented, you can obtain financial compensation from the seller even after the sale has completed.
Business purchase solicitors London
Our business sale solicitors have worked on and completed a large number of business sales across a wide range of business sectors. We can work on fixed fee quotes so that you can budget through the process with certainty. If you are buying or selling a business, you can contact us for a confidential discussion today.