Our firm specialises in helping business owners buy and sell businesses. We have worked in a range of different areas including: Funeral Homes, Shops, Estate Agents, Barbers/Salons, Engineering, and we have particular expertise in charity law. Here are some of the things involved in a business acquisition:
This is an area where the buyer and seller have different strategies. Sellers usually pay more tax if the value is in contents and stock. They pay less tax when more is apportioned to goodwill (e.g. the brand.) The buyer’s interests are if more value is attached to stock and contents. This will reduce the buyer’s burden through capital allowances.
The splitting of the value is an area of negotiation, and we can assist your accountants with this.
There are many restrictions on trade that can make running a business difficult. A seller may even be selling because the restrictions have become too onerous. For example, the lease agreement you take over as a buyer may have trading hour restrictions. It may have delivery time restrictions. The lease may have permitted use for one type of business, but what if you want to change the business use? There is no guarantee that the local authority will allow change of use.
If you are selling then the purchaser will wish to bind you to restrictions on your future trading within the industry. We can negotiate those terms.
As purchaser you will want to know everything about the business or assets you are purchasing, and this can involve a very lengthy and detailed investigation exercise. This can often highlight elements the parties had never considered before, such as re-assigning guarantee documents, investigating HP agreements attached to various items, or dealing with debentures.
As the seller you will want to provide this information in a structured and strategic manner, and specifically word the purchase agreements such that you are protected from claims by the purchaser to the degree that you have revealed information about the business and assets.
We have specialists who will look at the commercial lease or sale documentation so that you are protected from any surprises. This is a very important and detailed area of any sale or purchase. Landlords will have a contract in place and it is very important that you get professional help before you sign any extension or take over a lease.
Of course, in addition to the above there is the actual documentation to enact the sale, which can often be extensive and detailed, and can require significant negotiation.
Rather than a telephone tree, or a team of anonymised employees working on the transaction, you will be given a single point of contact, and a solicitor who will run the transaction from start to finish, so that you can be aware of and participate in every stage of the process.
Buying or Selling a Business is often a fantastically exciting time. Always ensure you get someone who is emotionally detached and can see the facts. Once completion has occurred, there is no going back! An experienced solicitor can work with your team of accountant, bank manager and existing staff (if they are being retained) to ensure a smooth transition.
Contact Oliver Kew for your free consultation to assess the help you need on 0118 957 5377.
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Published on 24/02/2021