Penrose Lawyers

Purchase and Sale of Business

Do you need a commercial lawyer?

If you want your NSW business to grow and thrive, there are many legal considerations and obligations to be met. Whether you’re entering a building contract or signing a commercial lease, buying or selling a business or business assets, entering into a partnership or shareholder agreement, or developing an agreement to take on employees or independent contractors, it’s crucial to get the best corporate law and business law advice.

If you’re contemplating any sort of business transaction or negotiation in NSW, get advice early. You don’t want to sign off on a business deal and then discover that the terms aren’t in your favour, or that the agreement doesn’t comply with your legislative obligations.

How Penrose Lawyers
can help with your commercial law matter

Our experienced commercial lawyers can help you before you enter into any business transaction so that you can establish the best structure while minimising your costs and taxation obligations. This might include:

  • Advising you on the benefits and risks of the proposed transaction.
  • Minimise stamp duty, capital gains tax and payroll tax implications.
  • Identifying and advising you on your legislative and compliance obligations.
  • Undertaking due diligence and other searches.
  • Advising on appropriate business structures.
  • Drafting contracts and agreements.
  • Helping you to negotiate the best terms possible for the growth of your business.

What do you need to do?

Commercial law is complex, and what you need to consider depends on your goals and the type of transaction. If you’re just starting out in business, consider getting legal advice on the best business structure for you, including liability and regulatory considerations of each option.

If you’re contemplating entering any sort of business transaction, the right time to get advice is before negotiations commence.

For example, if you’re buying a NSW business or business assets, you’ll need to consider:

  • What exactly you’re buying; is it the goodwill, the business assets, or both.
  • What the ongoing costs of the business are likely to be and if you can afford them.
  • The risks in owning and operating the business.

If you’re selling a business in NSW, you’ll need to consider:

  • What the value of your business is.
  • Whether you’re complying with your obligations to disclose relevant information.
  • What the terms of the sale are.
  • If it is a franchise business, whether your franchise agreement imposes additional conditions.

Joint ventures and alliances can help your business grow, but you may need help with:

  • Structuring and negotiating the joint venture or alliance.
  • Contracts to support the venture.
  • Drafting partnership and shareholder agreements, including terms to decide who holds what position, who is a decision maker and what dispute resolution process you will follow.

Employment and independent contractor agreements must comply with either (or both) Federal or NSW industrial relations legislation, including wage awards and workplace health and safety considerations.

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