Sale & Purchase of Business – maximise your return or get the best start possible

Posted by Malcolm Campbell on 15 October 2015
Sale & Purchase of Business – maximise your return or get the best start possible

The sale or purchase of a business is a complex and time consuming process. Initially there is the difficult decision whether to buy or sell in the first place. Then there is the process of undertaking due diligence, negotiating the deal and then following through with the transaction and ensuring it is settled on the agreed terms.

It’s easy to get excited about this type of transaction and jump straight into talking about a price, but you firstly need to know what exactly it is you are buying or selling.

No matter the size or nature of the business the issues which need to be considered and investigated and the processes that need to be followed are very similar. It is important to have experienced lawyers working with you from the very beginning so you are aware of all the issues from the start and to make sure you are making a fully informed decision. We can advise and assist with the process and steps that need to be taken together with many of the formalities involved in transferring the ownership of a business.

However, there are a number of very important issues that you need to consider before entering into a contract to buy or sell a business.

Snapshot Of A Typical Sale/Purchase Process

1. Confidentiality Agreement executed;
2. Information Memorandum and related documents are issued;
3. Due diligence is performed;
4. Negotiation of key terms of transaction, including things such as price, employees, leasing arrangements; how to handle debtors, work in progress, trading stock, and the acquisition of intellectual property rights;
5. Preparation and negotiation of the contract and related documentation occurs;
6. The sale and purchase documentation are executed;
7. Satisfaction of conditions precedent, preparation for integration and completion processes commence and any pre-completion training is undertaken.
8. Completion occurs with relevant adjustments;
9. Stamp Duty is paid and ASIC and other regulatory filings are attended to.
10. Integration into the business commences.

If you are considering buying or selling a business contact us to start addressing these issues now so you are aware of the relevant matters from the outset, to ensure you are making a fully informed decision and so that the process can flow as smoothly as possible.