The business purchase lawyer you can trust
Your business purchase lawyers in Brisbane
Buying a business is an exciting process that might seem confusing.
Understanding the ‘ins and outs’ of the process will provide the strongest foundation for your purchase, and ensure that what you buy is what you expected. Our experienced commercial lawyers are here to help break the process down for you, focus on your objectives, and tailor all legal services to your specific needs.
Advantages and disadvantages of buying a business
Prior to purchasing a business, it is important to weigh the advantages and disadvantages of buying a business. These may vary depending on the type of business you are buying and how well it is doing commercially. Our business lawyers can assist with reviewing contracts, including business sale contracts, to ensure your interests are fully protected.
While Australian common law does not define “joint venture” explicitly, it typically refers to a business arrangement where two or more parties (often companies or entities) collaborate on a specific project or business activity. Each party pools resources, expertise and capital to achieve a common goal, while maintaining separate legal identities.
Joint ventures often require detailed negotiations and clear division of responsibilities, especially when directors from different companies work together under a contractual agreement.
Joint ventures can be either incorporated or unincorporated, with choice depending on business needs.
Common advantages of buying an existing business
- The business is already established and has a proven business structure, including an organisational framework, client base and financial history, allowing you to realise what you are dealing with.
- Businesses will often have pre-existing employees who will enable a smooth transition for your takeover.
- You will have immediate access to the established business assets, such as real estate, equipment, machinery and inventory.
- There is no period with minimal cash flow, as the business is already running and, presumably, has been for a while.
- You do not have to go through the start-up process, which can be expensive and confusing in itself.
Common disadvantages of buying an existing business
- Purchasing a business can be expensive upfront.
- If the business is underperforming, it may be difficult and costly to make it profitable.
- Existing staff may not like the change in ownership.
- You may need to purchase new equipment or move premises due to certain factors.
Many of these disadvantages will be obvious when inspecting the business at first instance, when conducting due diligence investigations; and can often be negotiated in the contract.
- Many of these disadvantages will be obvious during initial inspections and due diligence investigations, and can often be negotiated in the business sale contract with the other party.
Due diligence
One of the most important steps for the buyer is conducting thorough due diligence investigations.
Due diligence is often conducted prior to the contract being signed but there may also be a special condition allowing for the purchaser to conduct due diligence prior to the contract going unconditional. In both cases, it is important to ensure that you conduct these investigations.
Conducting due diligence is the most efficient method to investigate whether the purchase of the business will be in your best interests.
Depending on your negotiations, it provides you access to confidential
information which enables you to evaluate and manage any potential risks you may incur after purchasing the business and whether the business is worth the value you are purchasing it for. Such due diligence investigations may include but are not limited to reviewing:
– income statements and records of accounts;
– details about stock and equipment;
– intellectual-property assets;
– contracts with contractors, clients, and staff; and,
– credit and tax history.
The contract for purchase
Businesses can often be purchased in two different ways which will be reflected in the type of contract you have. The two types of contracts are:
Purchase of assets in the business
This option is preferable where the assets of the business are encumbered. By purchasing only the assets of the business, you are able to determine and purchase only the assets that are unencumbered. This prevents you from any potential liabilities associated with the previous owner of the business (the vendor).
Purchase of shares in the business
Buying shares in a business means acquiring all assets and exposing yourself to any claims against the business. This method requires structuring the shareholders agreements carefully to minimise risks.
What are common provisions included in a purchase contract for a business?
The terms of your commercial contracts will vary depending on your circumstances and the outcome of your negotiations with the seller. However, there are standard terms that are commonly found in these contracts, including:
- Purchase price;
- What you are purchasing (e.g., assets only, or shares and assets);
- Payment method (e.g., by instalments, by loan, etc.);
- Restraint of trade (i.e., preventing the seller from opening up a similar business near the one you are purchasing).
It is important to seek legal advice when preparing documentation for purchasing a business. A qualified solicitor will assist you in drafting agreements, negotiating with the vendor, and settlement, ensuring your interests are protected during and after the sale.
Business Acquisitions
A business acquisition is a strategic process where one company purchases another to expand its operations, enter new markets, gain assets, or increase market share. It involves a comprehensive assessment of the target company's assets, liabilities, financial health, and legal issues.
Business acquisitions offer valuable opportunities for growth and diversification but require careful planning, cost-effective strategies, negotiation, and extensive experience in legal matters. A business acquisition lawyer will provide comprehensive support for businesses engaging in acquisitions, helping clients make informed decisions and navigate the complexities of the process. At GLG Legal, we deliver tailored solutions specific to the industry and unique aspects of your business.
Business Mergers
A business merger is where two or more companies combine into a single entity, often undertaken to achieve mutual growth, cost-efficiency, market dominance, or synergy.
Business mergers offer opportunities for enhanced competitiveness and market presence but require meticulous planning and legal guidance to navigate the complexities involved. GLG Legal has vast experience in helping clients navigate commercial litigation, lease arrangements and commercial leases, ensuring the merger’s success. For personalised advice and expert legal assistance in business mergers, contact GLG Legal today.
Valued and trusted by our clients
I worked with Yuna as a first home buyer and have been incredibly happy with the support throughout the purchase process.
Communication has been prompt and comprehensive, with Yuna responding to all of my many questions.
The pricing is affordable and Yuna was very transparent regarding costing from the start. I would definitely recommend GLG legal.
Communication has been prompt and comprehensive, with Yuna responding to all of my many questions.
The pricing is affordable and Yuna was very transparent regarding costing from the start. I would definitely recommend GLG legal.
Kiara
Mylee was brilliant as always. Easy stress free transition. Can’t recommend enough!
Nishka Refausse
I highly recommend Mylee On and her team, particularly Linda at the front desk with her assistance regards documentation. They went out of their way to assist. Thanks
Michael Saliba
Highly responsive, quick to act when required, and knowledgeable advice. Thank you Sarah and team.
Paul Sheridan
I found the whole team very efficient at returning phone calls and helping me purchase a commercial premises. They are very well priced and will definitely use again. Highly recommend as they are a pleasure to deal with.
Cyrus Dickie
Great company to deal with, prompt, reliable and efficient.
Stuart Brown
Best solicitors in the business fast efficient and very easy to get along with 100% recommend to everyone.
Corey Bliss
Right from the start, I found Mylee to be very professional, friendly and was always willing to assist with the many questions that I had along the way. Would definitely recommend GLG Legal as a company to help with all your needs.
Marie Atkins
Always Great service and outstanding staff to work with.
Tomas Soner
Outstanding communication.
Cost effective service.
Professionally handled by all employees.
Cost effective service.
Professionally handled by all employees.
John Coughlan
Mylee was efficient and got the job done with no hassles. She identified a few items I never would've picked up and saved me money too. Highly recommend.
Dat Tran
Very prompt, detail and showed unparalleled care towards us as clients
Morgan Tatterson
This is the second time I have used GLG Legal, and again I found them to be very professional, efficient, friendly, cost effective, and easy to work with. I recommend their services.
Rob Pfeffer
Cathy is an amazing lawyer and really knowledgeable regarding Wills, powers of attorney and succession planning. Highly recommend their service.
Stephen Sulewski
Cathy is amazing, it's rare to meet such a knowledgeable, helpful and kind person, it was a delight. I will definitely be dealing with her again for years to come.
Alex Chernov
GLG acted in a timely manner during the whole process. Any time I had a question, it was answered quickly and helped me make any decisions. The whole process from start to finish, including all the forms, was made easier due to their service. I would definitely use them again.
Ros Ward
Fantastic service! Patient and happy to give detailed explanations and advice. Prompt replies to all emails and telephone calls. More than happy to recommend.
Patricia Hannington
I have recently used GLG Legal for all of our off the plan sales legal requirements. Everything went extremely well and they were always available within short notice to discuss and address any of my queries or concerns.
I highly recommend GLG Legal and would definitely use them again for future projects. Also a special shout out to Roslyn for all of her amazing and hard work along the way!
I highly recommend GLG Legal and would definitely use them again for future projects. Also a special shout out to Roslyn for all of her amazing and hard work along the way!
Malamene
A lovely professional team. We were treated with kindness and care.
Lynne Reid
Exceptional service provided. Went above and beyond my expectations. Highly recommend.
Nicole Jayde
I had a very positive experience with GLG legal. My business sale took many twists and turns and extensions but my solicitor at GLG Legal handled it all professionally and efficiently, keeping me informed along the way and being available when I needed.
Sue Watt
The GLG team are highly professional and super efficient.
Anthony McPhee
GLG Legal provided excellent support and helped solve a complex property settlement. Further ideas were created and detailed explanation given when required to clarify my concerns. Their extensive experience and knowledge of property law in Brisbane was highly evident and gave me added confidence throughout the entire process. Thank you.
Dean Boatman
The team at GLG are excellent. Very professional, knowledgeable and thorough. Roslyn easily simplifies the process and outlines the timeframe required for each step of commercial property.
Highly recommend GLG
Highly recommend GLG
Joey Hollis
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