Business Sale Lawyers

Are you venturing into buying or selling a business? It’s a complex journey, where going solo spells risk. Our team of experienced business sale lawyers can help you navigate this intricate and complex undertaking.

We are more than just legal advisors; we’re your strategic partners. Our team regularly advises on navigating the intricacies of business transactions. From unravelling trade restraints and protecting goodwill to handling valuation of stock and employee entitlements, we have the knowledge to support you in all scales of business mergers and acquisitions.

Our role in such matters is straightforward: to minimise risks, protect your interests, and steer clear of legal pitfalls. With us, your journey to a successful business transaction does not happen by chance – it’s carefully planned and supported.

perth business lawyers supporting buying or selling a business

Streamline your sale, secure your success

Navigating a business sale? Let our business sale lawyers be your guiding force. Here’s how they can make a pivotal difference:

  • Deal structuring: Tailoring the terms of your purchase or sale for maximum benefit. We ensure it’s efficient and favourable to you.
  • Due diligence mastery: Rigorous checks and balances to safeguard your interests in every aspect of the sale.
  • Legal clarity: Demystifying legal jargon. We provide clear, concise guidance through complex legal terrain.
  • Risk reduction: We proactively identify and mitigate risks, protecting your investment and future.
  • Negotiation prowess: We leverage our negotiation skills for terms that align with your goals.
  • Seamless transactions: Smooth, efficient transaction processes, saving you time and stress.

We’ll guide you through critical transitions

The sale or purchase of a business is a pivotal moment. Our experienced business sale lawyers can steer you through with unmatched knowledge and commitment to your success.

Our team can:

  • Review business broker heads of agreement and selling agreements
  • Undertake due diligence
  • Negotiate with potential purchasers and sellers
  • Advise on securing finance
  • Prepare non-disclosure and confidentiality agreements
  • Structure the sale – whether sale of assets or sale of shares
  • Advise on appropriate business structuring
  • Draft, negotiate and review contracts
  • Advise on restraints of trade
  • Arrange and negotiate transfer or assignment of leases
  • Arrange and negotiate transfer or assignment of contracts and licences
  • Discharge and registration of PPSA and PPSR security interests and guarantees
  • Assist with ongoing advice after settlement

Commercial disputes and how we can help

Book your free 15 min consultation

Discussing your situation over the phone is often the best way to start, and we’re pleased to offer all new and existing clients a free 15 minute phone consultation for every new matter. It’s a great opportunity to let us know more about the assistance you’re looking for, clarify your situation and walk you through how best we can help and what’s involved.

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What should I consider when buying or selling a business?

How you buy or sell a business may have significant legal and tax implications. Typically, a purchase or sale usually involves a transfer of business assets and its existing operations, or transfer of the shares of the company operating the business.

We recommend both buyers and sellers consider the following matters before agreeing to buy or sell a business:

  • Warranties and liabilities: what warranties and liabilities are attached to the proposed transaction? Is the seller solvent? Does the seller have the appropriate legal right, title and interest to sell the assets? Is the seller in breach of any liabilities? Will the seller continue to operate the business in an appropriate manner between signing the contract of sale and completion of the sale?
  • Restraints: How will the goodwill and customer base be protected? How will existing supplier networks be preserved? Is the seller willing to give the undertakings that the seller requires? How long will any restraints apply? Are the restraints reasonable in the circumstances? What happens to the employees and their accrued entitlements?
  • Security interests: Do any third-party security interests need to be altered or discharged? Does the vendor need to take their own security over the business to ensure they are paid any portion of the purchase price they are financing (often called vendor finance); if so, what sort of security is appropriate?
  • Approvals and consent: Are any approvals or consents to the proposed sale required? Is an existing contract or licence key to the viability of the business? Can the benefits or burdens of that contract be assigned? Is regulatory approval required? Are there any licences that need to be transferred? Can an existing licence be assigned, or is a new licence required?
  • Pre-conditions: Are there any pre-conditions to completion that must occur, or are desirable and should be negotiated?
  • Guarantees: Has the seller and/or its director(s) given personal guarantees that need to be discharged? These are often given to not only to financiers, but also trade account suppliers.

There are so many possible unique considerations for selling or buying a business and it is vital good legal advice is taken as early as possible in the sale or purchase, and preferably before a deal is even struck.

How can a lawyer assist in the business sale process?

Our business sale lawyers can:

  • Advise on legal matters
  • Prepare and review essential documents
  • Negotiate sale terms
  • Ensure all activities adhere to appropriate standards

Their role is pivotal in structuring the deal to align with acceptable legal standards and client interests.

What is due diligence, and why is it important in a business sale?

Due diligence is a thorough investigation and evaluation of a business’s financial, legal, and operational state. It’s critical to understand the true value of the business and to identify any hidden liabilities or risks that could affect the sale. While we can’t help with financial due diligence or business valuations, we are more than happy to assist with legal due diligence.

How are business valuations and sale prices determined?

Business valuations are based on a careful analysis of the business’s financial records, market position, physical and intangible assets, and projections of future earnings. It will usually involve financial experts and appraisers to ensure a fair and accurate valuation.

What are the common pitfalls in selling a business and how can they be avoided?

When clients come to us with an issue or business dispute, we usually see the same common issues. Generally, insufficient due diligence or ineffective contract negotiations are often to blame and can lead to unfavourable sale terms or unforeseen liabilities.

The risk of such issues and disputes can be minimised with proper preparation, strategic planning, and delivering knowledgeable legal and financial advice before a deal is concluded.

How do I handle contracts and negotiations during a business sale?

Effective contract management and negotiation require a deep understanding of the business’s value, strategic use of legal terms, and a clear negotiation strategy to protect your interests and achieve favourable terms. These are all things we can help with.

What are the tax implications of selling my business?

The tax impact of a business sale can be complex, involving capital gains tax, income tax implications, and other tax liabilities. Professional tax advice is essential to understand and plan for these implications.

How long does the process of selling a business typically take?

The time frame for a business sale can vary widely, depending on its size, the complexity of the transaction, market conditions, and the efficiency of the negotiation and due diligence process. Ultimately, the parties are free to negotiate whatever time frames they wish to agree.

What is the role of confidentiality in business sales?

Maintaining confidentiality is crucial to protect sensitive information about the business, its operations, and its financials. We understand how important this confidentiality is and protect your information at all costs.

Can you represent me in disputes arising from a business sale?

Yes, we can. If a dispute arises, such as disagreements over the terms of the sale, breaches of contract, or issues related to warranties and representations made during the sale process.