Service Overview
Focused legal support for selling a business
Selling a business is often one of the most significant financial transactions a business owner will undertake. The process can involve valuation concerns, confidentiality issues, due diligence requests, purchase agreement negotiation, and ongoing responsibilities even after closing.
Our office assists sellers with the legal side of preparing and completing a business sale, whether the transaction is structured as an asset sale or a share sale. The goal is not only to complete the deal, but to maximize net proceeds, support tax-efficient planning, and reduce post-closing exposure wherever possible.
Pre-sale legal preparation
The value and speed of a business sale are often affected by how prepared the seller is before due diligence begins. Our office can assist with issues such as:
- Corporate housekeeping, including minute books, share registers, and required resolutions
- Organizing and reviewing important customer, supplier, and technology contracts
- Identifying litigation, permit, employment, or compliance issues before buyer review
- Assessing whether the transaction should proceed as an asset sale or share sale with input from tax advisors where needed
Legal phases of the transaction
Once a buyer is identified, the transaction often moves through several legal stages. These may include:
- Drafting and negotiating confidentiality agreements and letters of intent
- Managing the flow of information during buyer due diligence
- Negotiating the asset purchase agreement or share purchase agreement
- Narrowing the scope and duration of representations and warranties
- Negotiating indemnities, liability caps, baskets, and holdbacks
Closing and payment protection
The final stage of the sale often focuses on ensuring funds, documents, and risk allocation are handled properly. That can include:
- Preparing closing resolutions, filings, discharges, and supporting documents
- Managing escrow or holdback terms tied to post-closing claims
- Coordinating the final transfer of ownership and release of sale proceeds
The wording of the purchase agreement can have a major effect on the seller’s risk after closing. Our office helps sellers approach the process with stronger preparation and clearer legal protection so the transfer of ownership is as smooth and final as possible.