Purchasing or selling a business can be a stressful ordeal. The process is complicated, and requires the necessary documentation to be filed accurately and in a timely manner while also guaranteeing both parties’ interests. Having an experienced business attorney in your corner not only ensures that this process is handled correctly, but also protects your business interests along the way. Attorney Sean Robertson and Gateville Real estate, LLC are skilled in the purchasing or selling of businesses, including franchises, and will work with you to protect your interests along the way.
When buying or selling a business, there are essential documents that must be completed accurately. The following are necessary documents to protect you and your business:
• Non-disclosure Agreement
• Letter of Intent
• Asset Purchase Agreement
Naperville, Warrenville, and Wheaton Business Sale Attorneys
What is a Non-Disclosure Agreement?
A non-disclosure agreement is a contract that establishes a confidential relationship between the seller and buyer. This contract legally guarantees information about your business and keeps it from getting into the wrong hands. Within the agreement, confidential information will be defined as well as explained so the purchaser knows the importance of discretion. Generally, it will also provide an allotted period that the information must be kept secret. Without a non-disclosure agreement, there is no legal hold on the spread of information and trade secrets.
Naperville, Wheaton, and Winfield Letter of Intent Attorneys
What is a Letter of Intent?
A Letter of Intent (LOI) establishes an agreement between the buyer and the seller on key aspects of the sale or purchase of a business. Although it is a non-legally binding proposal, a LOI outlines the sale of a business at a proposed price. A LOI works to protect both parties’ interests in the proceeding negotiations, while also establishing their individual responsibilities. A letter of intent is necessary as:
• The seller guarantees the business will be sold to the agreed upon buyer even if other potential buyers appear in the future
• It gives the buyer confidence that the seller is serious about selling the business
• It increases the likelihood that the deal will go through
When you should create a LOI depends on your individual sale. Hiring an attorney is a good idea to assure you are creating a LOI at the right time.
Naperville and Lisle Asset Purchase Agreement Lawyers
What is an Asset Purchase Agreement?
For whichever reason you choose to buy or sell a business, it is important to have a contract drawn up in order to protect both the seller and the buyer. An asset purchase agreement is a contract that finalizes the terms of a sale. It is a written agreement that determines how assets and liabilities will be treated when a business or franchise is purchased. The agreement will also state which assets will be a part of the transaction.
Although the contract will vary depending on your business or franchise, it must include the price of the sale and the intended payment method. It will allow the buyer an allotted period to inspect the business and withdraw from the deal if the terms of the contract are not upheld.
While a contract is not always necessary in the sale and purchase of a business, it is an effective tool to guarantee your business interests. Having all terms written out and agreed upon in a legal setting will save the potential of lawsuits or other liabilities that could occur in the future without an agreement.
It is important to note that if you plan on borrowing money from a bank to purchase a business or franchise, the bank will also require that you have a finalized contract.
Naperville and DuPage County Buying a Business Attorneys
Before Buying a Business
Before buying a business or franchise, it is important to investigate the standing of its finances and potential for profit. Due diligence, the comprehensive, assessment of a company’s assets and liabilities, is an important step to ensure there are no surprises after the purchase has been finalized. Due diligence will expose any issues of concern about the intended company including profit records, legal conflicts, and financial risks.
Attaining a Tax Clearance Certificate from the state is an important step in guaranteeing the business’s taxes have been paid with the proper authorities. You should also make sure the business and assets you are purchasing are not subject to liens and the appropriate debts have been paid. It is crucial to understand the potential liabilities buying a certain business may entail. Possible liabilities include, but are not limited to:
• Lawsuits or other legal action
• Government investigations
• Failure of the seller to attain valid permits or licenses
Performing proper due diligence requires a lawyer to obtain a company’s legal and financial histories. Experienced business attorney Sean Robertson and Gateville Law Firm can assist you in examining the prior records and future projections of a business in order to ensure your investment.
Naperville and Lisle Selling a Business Attorneys
Before Selling a Business
Before you sell your business, it is important to create an asset protection plan. Asset protection planning is a proactive procedure that protects your assets during the sale of a business. It limits your liability and potential lawsuits. An experienced business attorney can work with you to design a plan that works best for you and your business.
Hire an Experienced Naperville and Wheaton Business Purchase and Sale Attorney at 630-780-1034
Should You Hire a Lawyer?
The process of buying or selling a business is complex with many steps involved to effectively protect both parties’ interests. Hiring a lawyer will only be beneficial throughout the process in ensuring your assets and filing the appropriate documentation.
A lawyer will be able to assist you in the following areas:
• Executing due diligence
• Negotiating the terms of the sale of a business
• Preparation of the Asset Purchase Agreement and or Stock Purchase Agreement
• Review of Franchise Agreements and Assignment of Commercial Lease Documents
• Creation of Promissory Notes and other documents
• Entity formation and incorporations such as LLC formations, S corporations, and other holding companies
• Creating agreements
• Reviewing terms of loans or financing
• And more
We can be reached at 630-780-1034.