Buying or Selling a Company

We will do the legal groundwork for you so you can concentrate on negotiating the best deal.

  • Are you thinking of selling your business or buying a business?
  • If so, what information do you think you need to disclose (when selling) or discover (when buying) before the deal is done?

Due diligence is the term used to describe the processes of disclosing or discovering all of the material matters relating to a business that might be ‘up for sale’. Put simply, before a business is sold both parties should ensure that all relevant information is properly disclosed by the vendor to the purchaser.

Purchaser due diligence is readily understood. This is the process that a potential purchaser should undertake in order to be able to know as much as possible about the business for sale before making any conditional or unconditional binding offer to buy that business.

Vendor due diligence on the other hand is not so well understood and often completely overlooked. This is the process that business owners should undertake (but more often than not don’t) before letting the market know that the business is ‘up for sale’.

It is the process undertaken to ensure that the business is in the best possible shape that it can be, that its systems are all in place and operating properly and that all relevant material information is disclosed upfront to all potential buyers. In this way business owners can expect to receive full value for their business without having to leave too much on the table for the buyer either in real financial terms or by way of extensive warranties and indemnities.

We assist with:

  • Drafting or reviewing a letter of intent (?)
  • Preparing or reviewing purchase and sale agreements
  • Conducting due diligence
  • Preparing closing documents