The Complexity of a Business Transaction
Why You Need Legal Assistance for Business Sales
A business transaction is far more complex than a simple asset sale. It involves employees, liabilities, goodwill, and extensive legal compliance. Without expert legal oversight from dedicated business acquisition attorneys, both buyers and sellers are exposed to significant financial and legal risks that can surface long after the deal is done.
Business transactions involve legal, financial, and operational complexities. Without expert advice, small oversights can lead to major financial and tax consequences. We protect your interests throughout the process, ensuring full compliance with the Companies Act, Competition Act, and tax regulations.
We Assist With:
- Preliminary Consultation – Define deal objectives, structure, and risk profile.
- Term Sheet / Letter of Intent: We assist in drafting the initial non-binding document that outlines the key commercial terms.
- Due Diligence: Review financials, assets, liabilities, and contracts. We manage or facilitate the buyer’s comprehensive investigation into the business’s legal, financial, and operational health.
- Drafting the Sale Agreement: Our commercial contract lawyers draft the definitive sale of business agreement that governs every aspect of the transaction.
- Meeting Suspensive Conditions & Regulatory Approvals: Handle compliance with the Companies and Competition Acts. We oversee the fulfilment of any conditions, such as securing finance or regulatory approvals.
- Transfer & Completion (Closing & Handover): Execute transfer of assets, shares, and obligations. We manage the final closing process, ensuring the proper transfer of ownership and the secure flow of funds.
- End-to-End Transaction Management: We have the expertise to manage the entire legal process, from the initial offer to the final closing.
- Meticulous Due Diligence: Our detailed investigations are designed to protect buyers from costly surprises and hidden liabilities.
- Strategic Agreement Drafting: We draft agreements that not only comply with the law but are strategically structured to protect your specific commercial interests.
- Decades of Commercial Experience: Our broad commercial lawbackground provides the essential context needed to handle these complex deals.
- Comprehensive Expertise: Business sales, contracts, and due diligence under one roof.
- Mediation-First Approach: Accredited under the Gauteng directive for commercial dispute mediation.
- Efficient & Confidential: Timely, professional handling of sensitive transactions.
- Trusted Reputation: 30+ years of serving Johannesburg’s business community.
- Verification of ownership and title
- Review of key contracts and liabilities
- Tax and compliance audits
- Employment and HR compliance
- Intellectual property and brand verification
- Learn About Labour Law Compliance →
- For Buyers: Inadequate Due Diligence: The biggest mistake a buyer can make is failing to conduct a thorough due diligence investigation. This is how you uncover hidden debts, pending lawsuits, and other liabilities.
- For Sellers: Unrealistic Warranties: Providing warranties (promises about the state of the business) that are untrue or overly broad can expose you to significant legal claims after the sale.
- For Both: Ambiguous Sale Agreements: A vague agreement on issues like the handover process, employee transfers, or restraint of trade is a recipe for a post-sale dispute.
- For Both: Incorrect Valuation of Assets: Incorrectly valuing assets and liabilities can have significant tax and commercial consequences.
- Failing to Protect Confidential Information – Always include NDAs.
- Skipping Mediation Clauses – Required under the High Court’s mediation directive for dispute prevention.
Mandatory Mediation Explained →
- Contract performance disputes
- Purchase price adjustments
- Earn-out and warranty disagreements
- Post-transfer obligations and indemnities
- Explore Mediation & Arbitration →
Questions Answered • Risks Reduced
Business Sale & Purchase FAQs
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