If you have decided to sell your business, however large or small the shareholding, AG Corporate Law can help to facilitate the sale and ensure the legal aspects are handled appropriately.

The process of selling a business involves various legal considerations, negotiations, and documentation. Here’s an overview of the areas of advice we can support:

  • Preparatory Legal Due Diligence: Conduct legal due diligence on behalf of the seller to identify any legal issues that might affect the sale. Review contracts, agreements, regulatory compliance, employment matters, and other legal aspects of the business.
  • Structuring the Sale: Advise on the optimal structure for the sale, whether it’s an asset sale, share sale, or a combination. Consider tax implications and other legal consequences of different sale structures.
  • Negotiation and Drafting Sale Agreement: Negotiate the terms of the sale with the buyer and their legal representatives. Draft the sale agreement, including provisions related to purchase price, payment terms, representations and warranties, and any conditions precedent.
  • Regulatory Compliance: Ensure compliance with all applicable laws and regulations governing the sale of businesses, including industry-specific regulations. Obtain necessary regulatory approvals if required.
  • Intellectual Property (IP) Considerations: Identify and address any intellectual property issues, including the transfer of trademarks, patents, copyrights, and trade secrets. Ensure that the buyer acquires all necessary rights to the business’s intellectual property.
  • Disclosure: Advise on your disclosure obligations, ensuring that all material information is disclosed to the buyer. Draft disclosure schedules to accompany the sale agreement.
  • Earn-Out and Escrow Arrangements: Assist in structuring earn-out arrangements or escrow agreements, where a portion of the purchase price is contingent upon the business achieving certain milestones or to secure indemnification claims.
  • Closing the Deal: Coordinate the closing of the deal, including the transfer of ownership, payment of the purchase price, and fulfilment of any conditions precedent. Ensure all necessary documents are executed and delivered.
  • Post-Sale Transition: Assist with post-sale matters, such as winding down the seller’s operations or facilitating the transition period as specified in the sale agreement.

If you would like us to provide legal advice and work alongside your other advisers to help protect your interests and facilitate a successful transfer of ownership to the buyer, please get in touch.