It all revolves on the contract for sale of the business when it comes to purchase of a new business or sale of an existing business.  The contract for sale states the intentions and sets out exactly what each party is required to do to proceed the sale.

It is vital to undertake an evaluation of the business prior to entering a contract for sale of a business to ensure

  1. The sale price reflects the current values of the assets.
  2. The profits are sufficient for the type of business to be purchased and
  3. The financial records of the business are up-to-date and in order.

At Morrison Specter, we do all the necessary pre-contract negotiations and an investigation, and draft the contract of sale to make sure that the contract protects your interests whether you are a business vendor or a purchaser.

We will assist you in drafting the contract for sale.  We will be ensuring that the contract of sale correctly reflects your intention, and advise you through related matters

  • Due diligence.
  • negotiating contract terms with third parties
  • the apportionment of the purchase price between the goodwill of the business and the fixtures, fittings and chattels of the business
  • whether there are any restrictions on the vendor’s ability to open a similar business in the future; and
  • Whether the business is sold on a walk-in walkout-basis or sold with stock in trade or work in progress.
  • The leasing requirements of the business.
  • Any restriction of trade on the vendor’s ability to open a similar business in the future.
  • Any period for which the vendor is required to assist you in the operation of the business.
  • Selling/buying, be it shares in the corporate business or the business assets and how best to structure the purchase

 

We attend and conduct to the details with your selling/purchasing process; we will explain the standard conditions contained in the contract for sale and the rights, duties and responsibilities on both parties.  We ensure that you understand the statements and warranties contained in the contract for sale and the manner in which employee entitlements on the sale of a business.

Our business lawyers have the expertise to accurately undertake business sale pre-contract negotiations, investigations and preparation. Draft, review and finalise business sale agreements and resolve our clients’ business issues in a cost-effective way to ensure our clients’ business are well-protected.