Buying a business is a huge decision, especially if it’s your first time or the deal involves complex assets, staff, or property. There’s more to the process than simply agreeing on a price and signing on the dotted line. Buying and selling a business involves a series of legal and financial steps that need to be carefully managed to avoid future disputes or unexpected liabilities.
This makes instructing a solicitor essential. A solicitor experienced in buying and selling businesses will guide you through each stage of the process, ensuring your rights are protected, the deal is structured correctly, and all legal obligations are met. Read on to find out exactly what a solicitor does when you’re buying a business.
Legal Due Diligence
One of the first tasks your solicitor will undertake is conducting thorough due diligence. This involves reviewing contracts, leases, employee agreements, intellectual property, financial records, and any ongoing disputes or liabilities. Due diligence helps uncover any hidden risks that could affect the value or operation of the business you want to buy.
Advising on the Deal Structure
Your solicitor will advise on the best way to structure the purchase, whether it’s buying company shares or acquiring specific business assets. Each option has different legal, financial, and tax implications that need to be carefully considered.
Drafting and Negotiating Contracts
The business buy and sell agreement is a critical part of the transaction, setting out all the terms and conditions of the sale. Your solicitor will draft or carefully review this agreement to ensure it protects your interests. This includes clearly defining the purchase price, payment terms, warranties, indemnities, and any conditions that need to be met before the sale can be completed. They will also negotiate on your behalf to secure favourable terms and minimise risks.
Handling Employment Matters
When you buy and sell a business that involves employees, your solicitor will manage all employment-related legal issues. They will ensure full compliance with the Transfer of Undertakings (Protection of Employment) Regulations (TUPE), which protect employees’ rights when a business changes hands. Your solicitor will guide you through the required employee consultations, handle notifications to staff and unions, and help minimise the risk of employment disputes or claims arising from the transfer.
Managing Property and Asset Transfers
If the business includes property or significant assets, your solicitor will handle the necessary legal work to transfer ownership. This may involve reviewing or drafting lease agreements, arranging searches to identify any restrictions or liabilities, and registering the transfer with the relevant authorities. Ensuring all property and assets are correctly transferred protects you from future disputes.
Instructing a specialist solicitor is vital when buying and selling businesses to protect your investment and avoid costly mistakes. From due diligence to contract negotiation and asset transfers, expert legal support ensures a smooth transaction.
Get in touch with the team at Hook & Partners to get professional advice tailored to your business buy and sell agreement needs.