Business-&-Commercial-Law

Did you know that both a lawyer and an accountant should independently advise each party to a sale or purchase of a business transaction? 

CPC Lawyers have the necessary skills and experience to advise you on the purchase or sale of a business.

 

We can assist you with business structures including companies, partnerships and trusts.

There are many factors to consider when selling or purchasing a business.  

 

Our role in this process is to ensure your financial position is best protected. Have you considered the related assets that are being transferred, including property, equipment, fixtures, fittings, stock, any rights to use any business names and also all the associated liabilities? 

 

Our team of lawyers can work directly with creditors (people or businesses that your business owes money to) and can examine the lease of the business premises to ensure you receive legal advice to best suit the nature and complexity of the sale.

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Buying & Selling Advice

  • Tax considerations.

  • Arranging due diligence searches and inspections

  • Share sale agreements

  • Contracts.

  • Business structures.

Negotiate Business Terms

  • Lease terms

  • Put and call options

 

Purchase or Sale

  • Goodwill

  • Valuation of business assets

  • Organising and attending settlement

Liaison & Transfers
 

  • Liaison with financial institutions

  • Transfers of equipment licences

  • Transfers of liquor licences and poker machine entitlements

 

Business Purchase & Sale

Our services

 
 
 

Business Purchase & Sale

Frequently Asked Questions 

 

What is "Goodwill"?
Goodwill is considered to be "personal property" for the purposes of the Personal Properties Securities Act 2009 (Cth). Goodwill refers to the business' intangible property, and for this reason, it can be difficult to quantify. Examples of goodwill can include the reputation of the business, the physical location of the business and the business' customer relations. Generally, the value of a business's goodwill can be determined by calculating the cost of the business minus the value of the business' net tangible assets. When purchasing a business, it is important to ensure the sale contract places adequate restrictions on the Vendor's ability to interfere with the business' goodwill to be transferred to the Purchaser.

Can I sell my business without a solicitor?
Selling a business can be a tough process. There are many factors to consider when preparing the sale of a business. It is important that legal advice is sought to ensure the business contract is professionally drafted and includes matters such as reviewing lease and contract documents, the price, the correct parties involved, disclosure of important information and any terms that have been agreed with. Additionally, a solicitor can assist in answering any questions throughout the whole sale process.

I want to buy a franchise. Where do I start?
Owning a franchise can place a large impact on one emotionally, physically and financially. In order to purchase a franchise, you will need first to ensure that it is a good investment. Research one may undertake when finding the right franchise for them will include;
- Conducting due diligence;
- Scanning the market to see if the franchise you choose is in a growing market;
- Seeking a second opinion.
Additionally, seeking advice from a solicitor, an accountant and/or a business broker can assist in the outcome of the transaction. If seeking advice from a solicitor, they can inform you on what specific criteria you can consider when researching which franchise to purchase.

What documents do I need to show the buyer when selling my business?

At settlement, the Vendor should arrange to provide the necessary documents to the Purchaser to complete the transfer or assignment of the business, including, but not limited to, the following:

  • ASIC Application to Transfer Business and Consent to Transfer number;

  • Documents with details of the transfer of domain names or website registrations, including passwords for any social media accounts being transferred;

  • Transfer of Lease or Deed of Assignment of Lease (if applicable);

  • Lessor and Mortgagee consent to transfer lease (if applicable);

  • Original License Agreement and Licensor's consent to transfer license agreement (if applicable);

  • Certificates of Ownership of Equipment as outlined in the contract of sale; and

  • Undertaking that all security interests registered on the PPSR will be discharged following settlement.

 

Business Purchase & Sale

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