SERVICES
Buying and selling businesses
Buying or selling a business is a significant moment and one that I'm always honoured to be a part of.
It often represents years of work, a major financial commitment, or the next stage of growth.
But behind every transaction are legal, financial and practical complexities that aren’t always visible at the outset.
Terms that seem straightforward can carry risk.
Opportunities can be missed in the detail.
And small oversights can have lasting consequences after the deal is done.
Approached properly, a transaction should feel structured, considered and controlled, not uncertain.
What this really involves
A business sale or acquisition is not just about signing an agreement.
It’s about understanding what is actually being bought or sold and making sure the structure, terms and protections align with that.
That might include:
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Deciding between an asset sale or share sale, and understanding the implications of each
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Conducting due diligence to uncover risks, liabilities or gaps
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Structuring the transaction in a way that aligns with your commercial and tax position
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Negotiating key terms including price, adjustments, restraints, warranties and indemnities
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Drafting or reviewing agreements so they are clear, balanced and enforceable
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Managing the process through to completion, including conditions and handover
Each step plays a role in shaping the outcome; not just on the day of settlement, but well beyond it.
Why this matters
The real impact of a transaction is often felt after completion.
For buyers, that can mean discovering issues that weren’t identified early that can include liabilities, operational gaps, or expectations that don’t match reality.
For sellers, it can mean ongoing exposure through poorly drafted warranties, unclear terms, or disputes over what was actually agreed.
Common issues I see include:
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overpaying or underselling due to incomplete information
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inheriting liabilities that weren’t properly identified or allocated
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agreements that are unclear or difficult to enforce
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deals that become drawn out or strained due to poor structure or process
These aren’t unusual, they’re the result of transactions that weren’t properly guided from the start.
A well-managed transaction reduces these risks and gives you clarity at each stage of the process.
How I work with you
This isn’t just about preparing documents. It’s about guiding the transaction so you understand where you stand — and where the risks and opportunities sit.
First — I understand the deal and your objectives
What you’re trying to achieve, your risk tolerance, and the key commercial drivers.
Then — we assess the structure and risks early
Including due diligence support and identifying any issues that need to be addressed upfront.
Next — I draft or review the transaction documents
Ensuring they reflect the deal properly and protect your position in practical terms.
Finally — I guide you through to completion
Supporting negotiations, managing moving parts, and helping the process stay on track.
The result
You are not navigating a complex transaction on your own.
You have:
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clarity on what you’re buying or selling
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a structure that aligns with your commercial position
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reduced risk of unexpected issues after completion
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agreements that properly reflect and protect the deal
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a smoother, more controlled transaction process
And importantly: confidence in the outcome, not just the process.
FAQs
What’s the difference between an asset sale and a share sale? The difference comes down to what is actually being bought and sold. In an asset sale, the buyer purchases specific assets of the business, such as equipment, contracts, goodwill, and intellectual property, rather than the company itself. This allows the buyer to choose what they take on and can limit exposure to past liabilities. In a share sale, the buyer acquires the shares in the company, effectively taking ownership of the entire business entity including its assets, liabilities, rights and obligations. Each structure has different legal, tax and commercial implications for both the buyer and the seller. The right approach will depend on factors such as risk allocation, tax outcomes, and how the business is currently structured. We guide clients through these considerations to ensure the transaction is structured in a way that aligns with their objectives and minimises risk. Most clients seek advice early in the process, as the structure of the deal can have a significant impact on both outcome and complexity.
How long does a transaction take? The timing of a transaction can vary depending on the size and complexity of the deal, ass well as the intention of the parties involved. For smaller or more straightforward transactions, the process may take a few weeks. More complex matters, particularly those involving detailed due diligence, multiple parties, complex negotiations, or even conditional on finance, can take several months. Key factors that influence timing include: • how prepared the business is for sale or acquisition • the scope of due diligence required • whether any issues arise during negotiations • the responsiveness of the parties involved While not everything can be controlled, having the right advice and a clear process in place can help keep things moving efficiently and avoid unnecessary delays. We take a proactive approach to managing transactions, keeping momentum while ensuring the important details are properly addressed. Many clients engage us early to streamline the process and avoid delays once a deal is underway.