Thinking about buying a business? Maybe not all of it, but as an incoming partner? Thinking about selling your business (in whole or in part)?
If the answer to any of these questions is “yes”, then you need an attorney who is experienced with business buy-sell agreements to protect your rights and limit your liabilities. For example, should you buy the existing business entity (i.e., a stock sale or membership interest sale) or form a new entity and purchase just its assets (an asset sale)? Each has complex answers that will depend on the individual circumstances of the transaction.
If you are buying, how much is the business worth? Rarely is it worth what the seller thinks it is. Too many buyers use the seller’s “asking price” as a basis for negotiations; and end up paying way too much. We counsel buyers and sellers on what criteria to use in selecting the right business broker or valuation specialist in formulating a fair price for a business.
After the sale, does the buyer want a restriction on the seller’s ability to set up a competing business? For how long? Will that restriction be enforceable under Business and Professions Code §16601? Our buy-sell agreements address these concerns.
If you are selling, is the buyer coming in with all cash, or are you financing part of the sale? If the latter, you need to have built into your agreement enforceable default provisions that allow you to “take back” the business These concerns and more need to be addressed with an experienced attorney who understands the small business arena and is experienced with both buyers and sellers.
Please read our circular Buying and Selling a Small Business for more information.
Please visit any of our drop-down menu pages to the right for more specific information on your topic of interest.
