Business Sales and Purchases
We have significant experience in the drafting, negotiation and settlement of business sales and purchases. We act for clients of all sizes and our sector experience includes retail, franchise, wholesale and distribution, services and manufacturing.
Buying
Are you purchasing a business?
Amongst other things, you should consider:
- the terms of the Contract of Sale;
- the most appropriate entity to purchase the business;
- whether you will need to have the business premises lease assigned to you;
- other key agreements that should be assigned to you;
- whether the seller or other key persons should be restrained from competing against you;
- whether the assets of the business are encumbered; and
- any other special conditions to be included in the contract.
Where there is a lease involved, we deal with the landlord and seller to ensure that the premises lease is assigned to you (or where appropriate, we can convey the premises to you). Our property and franchising experience allows us to offer you complete advice in relation to your business purchase.
Selling
Are you selling your business?
Amongst other things, you should consider:
- Special conditions you may want included in the Contract of Sale;
- any representations or warranties you have made or which may be implied;
- whether vendor finance is to be provided and what security you will take;
- any restraints of trade that have been proposed; and
- the capital gains tax consequences of the sale
We also have expertise in the drafting, negotiation and completion of share sale agreements. Share sales are often conducted for tax planning reasons and can be more complex than business sales. They often involve the seller providing warranties for any "skeletons in the closet" that may become the responsibility of the purchaser. If you require further information, please contact us.
