2. Sales and Purchases of Companies

We can advise you from the initial matters such as due diligence through to the completion of the acquisition and dealing with post acquisition matters.

If buying a business it may be that what is being sold is not actually the business itself or the property from which it operates but in fact a company which owns the business and the premises. This may seem to be an easy option rather than having to buy, for example, the premises.

However, there are risks involved:

The debts of the company will fall to be paid by you once you have bought it. This includes money due to the Government for example for tax, employers national insurance and PAYE.

Does the person selling the shares have the right to sell them or is there an obligation to sell them to someone else or a restriction on who can buy them?

What rights will employees of the company have against you? Will you have to continue to employ them and if you do not do so will they have a claim against the company which you will then have to meet?

Do the employees have pension rights which you will have to continue to meet?

Is there on-going litigation involving the company or potential litigation which you will have to deal with following your purchase?

What contracts does the company have? Will these automatically be transferred to you once you have bought the shares or could they be ended?

What is the companys true financial position?

Very careful checks have to be made to ensure that you know exactly what your liabilities and potential liabilities will be. With over 30 years experience in this area, we can fully advise you on these matters. Once you have bought the company we can continue to advise you on legal commercial matters relating to the ongoing business and other related matters such as employment contracts and disputes.