Selling a Business

Selling a Business

When selling a business it is important that you know exactly what you’re selling. We will want to ensure you achieve the right value and ensure the continuity of the business that you have spent so long developing, growing and building. Some of the common points to consider when selling a business are as follows:

Who is selling? Is it you or the company?<

What exactly are you selling? Are you selling shares or the assets, such as the, name or goodwill? There are good points and bad points to both these sale options. We can help you look at the Pros and Cons of each so you can make an informed decision about which method is right for you.

Business and property

Are you selling the business property? Are you transferring a lease? Or are you leasing back to the new owner? We can help you with selling business premises, leasing business premises or transferring leases. It’s important to get it right and our Business and Commercial property experts will be happy to guide you along the right path.

Skeletons in the closet (due diligence)

You must take care to ensure you know exactly what you are selling. The buyer will be asking questions, they will be reviewing all the documents to make sure they know what they are getting. Legal help in this area can allow you to respond to these enquiries. It’s best if the buyer knows of any issues, because if they are not told and find out after the purchase this could lead to some unpleasant litigation.

Business Sale Agreements

These make it clear what is being sold, what you are selling, how much will be paid and how it will be paid (amongst other things). You need to make sure that you are selling what you think you’re selling. We will help you get it tied up in a sensible agreement drafted by our Commercial experts.

Warranties

These are promises made by you about the condition of the business. If the promises turn out to be wrong and warranties have been given then there is a potential risk for you. Well drafted warranties should protect both parties.

Employees

Are all of your employees aware of the sale? Has there been some consultation? In a sale process the buyer will want to know all about the employees and that the employment documents are in order. We can help with checking and updating employment contracts, staff handbooks, redundancy, settlement Agreements and HR. Why not contact us for a free employment audit and health check.

Checking the existing business documents

We recommend checking, before you sell, that everything is on a firm footing and are all the business documents up to date and fit for purpose.

  • T&C’s,
  • Shareholder Agreements,
  • Supplier Agreements,
  • Service level contracts,
  • and many many more.

Our Commercial team can work with you to audit, consider and if needed change or replace business documents.

Business advice and development

Do you need to make the business lean and attractive to potential buyers? Is there room for modernisation? Can efficiencies be made? We have a team of lawyers and business people who can provide business advice. This advice can be provided as “one to one” sessions or as part of our peer group, JL Business Improvement. We are focused on doing what’s right for you to get the business outcomes you are aiming for. Let’s work together to get you where you and your business want to be.

Taking over practical arrangements

Does the buyer know all about the business? Will you stay in the business for a while and help with the hand over? Will you be restricted from competing after the sale? You may want to think about Consultancy Agreements for the sharing of information.

Re-branding and marketing

As part of getting the business fit for sale you may wish to re-brand. More likely you may wish to retain your brand but it’s important to make sure it is protected. If you would like help creating or changing the brand, logo and plan then we have an extensive network of contacts that we can put you in touch with. Alternatively our team of intellectual property lawyers will help you make sure your brand is protected (if it is not already) this will surely add value to the business.

Finance / Loans / Funding

Raising money for business can be tricky. Do you need some financial support to move the business forward in the short term? If so, what is the best way for this to be delivered? Our Commercial and Business team have a wealth of experience, together with a network of contacts that can put you in contact with various banks, lenders, loan funding, grant funding and private equity.

IT systems and support

Most businesses rely on IT and a good setup/managed services provider can mean the difference between success and failure. If you are selling up you might want to make sure all is up to scratch in the world of your business IT. As part of a holistic approach we can help you in this area working with a network of contacts and partners who can deliver the right system and support for you.

What to do after business – playing golf?

Having a clear plan as to what to do next will have an impact on some of the decisions you make during the sale. It may impact the timescale and some of the arrangements you make. It’s helpful to have an idea about what you will be doing. You may be exiting to spend all your time playing golf or you may be planning to jump into another business venture, either way think about you plans and how you may want it to impact the sale and ongoing arrangements.

Tax advice and financial planning

Are you are selling the business in the most tax efficient manner? What will you do with the proceeds of sale? These things are often the best considered before sale as they may have bearing on how you structure the sale.

Property purchase and other investments

If you decide to use some of your proceeds of the business sale to move or buy investment property (residential or commercial) then our expert property team will be happy to help you. If you are investing in other businesses then our Commercial team will be on hand to assist.

Holidays and travel

You may decide to have a break. After years in business and the hard work associated with a sale, a holiday might well be on the cards. We don’t do holidays (yet!) but if you decide to have a well-earned break then we will certainly wish you all the best.

Nick Miller

Managing Director and Solicitor

It’s somewhat of a cliché but I assume most peoples aim in life is to be happy. So working from...

Gary Swann

Director and Senior Solicitor

I am told that I am motivated, conscientious, and hard-working and also friendly, approachable, a good listener, and able to...

Simon Young

Director and Solicitor

From an early age I have always enjoyed matching my wits against people and trying to find loopholes in arguments. ...

Sara Brown

Lawyer

I enjoy finding practical and no-nonsense solutions for clients and their businesses. I like getting to know clients and learning...

Kelly Bannister

Director, Solicitor and Head of Property

I love getting involved in new projects and developments in the local area. I enjoy helping local charities and not...

Rachael Wilson

Solicitor

I love the diversity in the work that I do and enjoy dealing with all manner of clients from the...

Charlotte Bontoft

Lawyer

I love getting to know businesses requirements and how they operate to be able to provide them with a tailored...

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