what type of attorney do i need for buying existing business

In addition to an accountant to look over the financials of the business you want to purchase, you need a business lawyer to be part of the process. An attorney helps in a variety of ways. An attorney will serve as a consultant by reviewing the purchase contract and the assets that need to transfer to complete your purchase.

Full Answer

What type of lawyer do you need for your business?

Some benefits of working with an attorney for buying a business include knowing the right questions to ask during negotiations, ensuring that a business is legally compliant, and getting advice from a legal expert on what types of clauses should be included in a final contract.

How do I buy or sell an incorporated small business?

Dec 12, 2016 · When buying an existing business, you will also need to determine whether you want to buy stock or assets. An asset purchase involves buying the business's assets, such as equipment, inventory, and facilities. A stock purchase, on the other hand, means that you're only buying shares (equity). Regardless of whether you're buying stocks or assets ...

Do I need a lawyer when buying a house?

Nov 02, 2021 · Buying an existing business will allow you to evaluate its cash flow and operating expenses, giving you a better idea of how much investment capital you will need. When you start your own business, these numbers are much more difficult to estimate, and investors consider start-up businesses higher risk than existing ones with operating ...

Do I need an accountant or a lawyer to start a business?

There are many benefits to buying an existing business, but above all else, business owners have a higher chance of mitigating risk and closure than launching a new venture. After all, it’s estimated that “30% of new businesses fail during the first two years of being open, 50% during the first five years and 66% during the first ten.” 1

Does selling a business require a lawyer?

Whether you are the vendor or purchaser of the business, it is always advisable to have the agreement checked by a lawyer before signing. If you have reached a private agreement to buy or sell a business (with no broker involved) we can draft the sale and purchase agreement for you.

What is it called when you buy an existing business?

Franchising or buying an existing business can simplify the initial planning process.

What should I look for when buying an existing business?

You need to assess its financial statements, legal status and assets, including inventory, equipment and accounts receivable. You should use the services of in-house and outside experts to do this. You should also confirm the vendor's good faith and the soundness of the business.

How do you buy an existing corporation?

How to Buy an Existing Business (7 Steps)Step 1: Find a business to purchase.Step 2: Value the business.Step 3: Negotiate a purchase price.Step 4: Submit a Letter of Intent (LOI)Step 5: Complete due diligence.Step 6: Obtain financing.Close the transaction.Apr 7, 2021

What is a disadvantage of buying an existing business?

Consider these disadvantages: The business might need major improvements to old plant and equipment. You often need to invest a large amount up front, and will also have to budget for professional fees for solicitors and accountants. The business may be poorly located or badly managed, with low staff morale.Jun 22, 2016

What are the reasons for buying an existing business?

Why you may want to buy an existing business instead of starting one from scratchBetter financing options. ... Already established brand. ... Existing customers. ... Well-established supply chain. ... Access to trained staff and proven internal processes. ... More financial reward in growth. ... Greater likelihood of success.Aug 29, 2019

How do you determine if a business is worth buying?

Determining Your Business's Market ValueTally the value of assets. Add up the value of everything the business owns, including all equipment and inventory. ... Base it on revenue. How much does the business generate in annual sales? ... Use earnings multiples. ... Do a discounted cash-flow analysis. ... Go beyond financial formulas.

What is due diligence when buying a business?

Through the due diligence process, you thoroughly investigate all aspects of a business for sale. You look at the business's operations, financial performance, legal and tax compliance, customer contracts, intellectual property, assets and other details, often within a time period specified in a letter of intent.Jun 24, 2016

How do you avoid liabilities when buying a company?

How to Avoid Seller Liabilities When Buying a BusinessThe buyer can purchase the assets of the seller.The buyer can purchase the stock (or other equity interests) of the seller directly from the owners, orz.More items...•Aug 11, 2021

How do I buy a business from my boss?

With proper resources and some determination, you can follow the path to buy out your boss.Small Business Administration (SBA) The SBA is a government agency that assists with the financing of small businesses. ... Seller financing. Another way to purchase a business is through seller financing. ... Pass the hat.Jan 28, 2021

How do I buy a business with no money?

Buying the Business. Find a business that's offered with seller financing. Some owners who are selling their businesses are willing to loan buyers the money to purchase the business. When you can find a business that's on the market with seller financing, you're on your way to buying a business with no money.

What is a disadvantage of buying a franchise?

The main disadvantage of buying a franchise is that you must conform to the rules and guidelines of the franchisor. Some franchisors exert a degree of control that you, as a supposedly independent business owner, may find excruciating.Apr 8, 2020

What to ask before hiring an attorney?

Before hiring any attorney, interview them , ask for references and check to ensure that no malpractice suits have been filed against them. 2. A sharp accountant. Here's why you need one: One of the most important things to consider about buying a business is its financial performance.

What is a business broker?

An experienced business broker is familiar with the local market, has established relationships with the business community and can help you search for a business for sale. Most brokers usually specialize in certain industries. They can advise you on what to look for and what to ask the owner. Oftentimes, they also do professional valuations ...

What is a good accountant?

A good accountant should be a Certified Public Accountant (CPA) through the American Institute of Certified Public Accountants and be experienced in your industry. They should be experienced with small business acquisition, including financial due diligence and business valuation.

Who is Bob House?

Bob House is the President for BizBuySell. com, BizQuest.com and FindaFranchise.com. Buying a business is a big commitment and, while you may feel you’ve found the perfect company, you need a second or sometimes third set of eyes to look at it objectively and determine if it’s worth buying. Furthermore, you need a skilled professional ...

How to get help buying a business?

It's a good idea to get help from an experienced business organizations attorney when buying a business. To prepare for your initial meeting with your attorney, you should gather as much information about the business opportunity and yourself. The information you provide should include details about any business partners , such as the percentage of ownership and contribution of each partner, and each of your management strengths and weaknesses.

Why are there laws on business opportunities?

Some states have laws that address business opportunities in an effort to minimize fraud and increase transparency in such large transactions. Many of these laws ban the sale of a business unless the seller provides a potential buyer with a pre-sale document -- filed with a specific state agency -- giving certain disclosures. Generally, state business opportunity laws address every type of business opportunity that could be offered. Since each state's business opportunity laws are different, the required disclosures will vary; but most of these laws provide protections and remedies for investors in order to encourage economic activity. It's important that you research the business laws of your state before buying an existing business.

What is asset purchase?

An asset purchase involves buying the business's assets, such as equipment, inventory, and facilities. A stock purchase, on the other hand, means that you're only buying shares (equity). Regardless of whether you're buying stocks or assets, it's important to be well informed about the repercussions of each decision.

Why is a balance sheet important?

One important document to review is a balance sheet, which is used in figuring out a business's valuation and assessing the its financial health. Balance sheets use a standard accounting format, which gives people the opportunity to compare the financial statements of various companies. Thank you for subscribing!

Is it hard to find a business to buy?

Existing businesses that are for sale, on the other hand, can be hard to find. Even when you find a business you would like to buy, the process of thoroughly researching the business and closing the deal can take a long time.

Is it hard to find an existing business?

While all big purchases usually require some research, big purchases such as cars and houses are typically readily available. Existing businesses that are for sale, on the other hand, can be hard to find.

What is a general business lawyer?

1. General Business Lawyer. As the name suggests, a general business lawyer can provide legal advice on a wide range of matters. This type of lawyer has a hand in every legal discipline. If your business doesn’t deal with special circumstances, a general business lawyer may be well suited to your purposes.

What kind of law do lawyers specialize in?

People sometimes wonder what types of lawyers are available to them. Lawyers often specialize in either business law or personal law. For this reason, you should search for lawyers who have business law experience.

Why is it important to hire a lawyer?

However, if your business is subject to a lawsuit, you’ll be relieved that you hired a lawyer. When evaluating lawyers, you should ask a lot ...

Is M&A a complicated process?

M&A is a complicated process, and trying to do this without an M&A lawyer is not a wise decision. The documentation process is another complicated aspect of M&A deals. It’s likely for small business owners to overlook the needed documents. M&A lawyers know about the documents and filings.

What is an employment lawyer?

Employment and Labor Lawyer. Using an employment and labor lawyer only makes sense when your business has employees. If it does, your business should comply with state and federal laws. An attorney in this area of the law can help you draft employee manuals and ensure safety standards are in place.

Can you use templates for a business contract?

Many business owners use templates found on the internet for their contracts. These may work, but could cause your business legal problems, as templates won’t cover the specifics for your business.

What happens when you buy and sell a business?

When you buy and sell businesses, you’ll negotiate for the property and assets of those businesses. It may not always be clear what you’re entitled to during these negotiations. It pays to have a mergers and acquisitions (M&A) lawyer representing your interests in the transactions.

What to ask when buying an existing business?

When you purchase an existing business, you have to ask yourself if you are willing to take on something someone else has created.

What are the disadvantages of buying a business?

Of course, there are disadvantages to buying a business, and you must weigh them seriously against the advantages. For example , unless you plan to replace all of the existing staff, you will have employees working for you whom you did not hire and whom you do not know. They may be resistant to the changes that you make. You may find it difficult to motivate employees who have become complacent under the old management or that there are personality conflicts between new and existing employees.

Why are entrepreneurs considered entrepreneurs?

Oftentimes, entrepreneurs are entrepreneurs because they want to be independent and will resent not being in total control. However, some business owners find franchises offer the best of both worlds - the independence of running your own business without jumping into the complete unknown.

What does it mean to open your own restaurant?

Opening your own restaurant means creating your own recipes and menus; building a manufacturing business from scratch can take years. But when you purchase an existing business, the "dirty work" has already been done. If the business you want to buy offers a product or a service, you can evaluate the operating history and better understand ...

Is buying a business hard?

You never know when you might have a question or even need advice. Buying a business is hard work, but with patience and good legal advice, the hard work should go hand in hand with satisfaction and success. Get help starting your business. Learn More.

What is a business broker?

Business brokers act as intermediaries between buyers and sellers in the brokerage process.

What are some examples of business problems?

Examples of these include management problems, other disputes among staff and ownership, or even issues with equipment or resources that make running the business difficult. Burnout. Owning a business can be demanding, which often leads to burnout. Burnout can lead to declining revenues and discouragement of employees.

What happens when a business is liquidated?

Financial Turmoil. Even if a business is profitable, the business owner can still have made bad financial decisions that land them in hot water. When this happens, they see liquidating the business as a way to relieve them of debt or other financial burdens.

How many hours does an entrepreneur work?

Being an entrepreneur is often a job that easily exceeds the standard 40 hour work week. It’s natural to want to retire after getting a business off the ground and running it for many years, whether that means passing it to a trusted associate or selling the business altogether. Exploring a New Venture.

Is it easy to buy a business?

But, buying a business isn’t an easy task to undertake. You need to have a solid plan under your belt to even have a chance of success. That’s why we’ve developed this guide to help you. With it, you will learn how to buy an existing business by gaining insight into what to look for in a prospective business, understanding why business owners sell ...

What do I need to run a business?

Find out which federal, state, and local permits and licenses you'll need to run your business. Zoning requirements : Zoning requirements may affect your business.

What is the advantage of buying an existing business?

The buyer typically takes over full ownership of the business. The largest advantage is having an existing blueprint that can include important factors like an established customer base, defined operating expenses, and fully trained employees.

What is the difference between franchising and buying an existing business?

The main difference between franchising and buying an existing business is the level of control you’ll have over your business.

What is a franchise business?

A franchise is a business model where one business owner (the “franchisor”) sells the rights to their business logo, name, and model to an independent entrepreneur (the “franchisee”). Restaurants, hotels, and service-oriented businesses are commonly franchised. Two common forms of franchising are:

What is business format franchising?

Business format franchising : The franchisor and franchisee have an ongoing relationship. This style of franchising normally focuses on full-spectrum business management.

What are the zoning requirements for a business?

Zoning requirements : Zoning requirements may affect your business. Make sure your business follows all the basic zoning laws in your area. Environmental concerns : If you're buying real property along with the business, it's important to check the environmental regulations in the area.

What does a franchisor do?

Typically, the franchisor offers services like site selection, training, product supply, marketing plans, and even help getting funding. When you buy a franchise, you get the right to use the name, logo, and products of a larger brand. You’ll also get to benefit from brand recognition, promotions, and marketing.

What is an asset purchase?

Generally, the purchase or sale of an incorporated small business will be in the form of either: an asset purchase, where the buyer purchases some or all of the seller's assets. This transaction is often favored by buyers because you get the assets, like equipment and inventory, without taking on the seller's debts and liabilities. ...

What is closing in real estate?

Closing. Closing is when the deal is completed. It's a paper-intensive process. At this time, you'll want to make sure: all documents are signed and notarized if required (such as deeds and lease assignments) the sales proceeds are disbursed properly in accordance with the terms of the agreement.

What is a formal final agreement?

A formal, final agreement is the culmination of the negotiations. It contains all the details of the deal: the price, the terms of the deal, when the business or assets will be turned over, whether they will be held by an escrow agent, and other important items. Usually, the agreement goes through many drafts and is finalized for ...

What should a letter contain?

Typically, the letter should contain: how long the buyer and seller are willing to keep the deal open. a binding promise by the purchaser regarding confidentiality of the seller's trade secrets, like customer lists and other sensitive company information. a binding promise by the seller not to negotiate a sale with any other prospective purchaser ...

What do you need to buy a business?

To buy a business for the right price and make the whole deal work from a cost and profit (upside) perspective – for it to be more advantageous to buy than to build the business, you need knowledge and discipline. I can’t give you the discipline, although I can pass on some knowledge.

What is M&A in business?

Even though “M&A” stands for mergers and acquisitions , most M&A deals are acquisitions – a buyer purchases either the stock or the assets of a target selling company. Mergers are quite uncommon in the main street ($2 million or less) and lower-middle market (between $2 million and approximately $50 million) portion of the M&A market (although mergers are more common above $25 million or so). The amount of professional time – M&A attorneys, accountants, tax advisors, etc. — in getting a merger done right tends to not make much sense for smaller deals – professional advisors aren’t cheap. Well, good professional advisors aren’t cheap (there is that old saying that nothing is more expensive than a cheap lawyer). Plus, the reason for a merger is typically driven by taxation concerns and those concerns are more significant (more complex, at least) with larger deal sizes.

Why is planning important?

Plans are important – they set expectations and help guide decisions. Proper planning is useful in spotting issues – things that weren’t expected may not be slight curveballs, they may be huge problems. So, plan, plan, and plan. However, don’t be so rigid that you miss opportunities or gloss over significant issues.

Who is Brett Cenkus?

Brett Cenkus is a business attorney with 18+ years experience based in Austin, Texas. He has worked with a variety of businesses and has clients throughout Texas as well as many technology clients throughout the United States. Brett is a Harvard Law graduate with a sharply seasoned mind and an entrepreneurial heart. As a founder of 6 companies himself, he is especially passionate about helping startups succeed. In 2016 Brett was named the winner in the Individual category for RecognizeGood’s Ethics in Business & Community Award. He offers businesses solutions that are in sync with their culture, goals and values. You can learn more about Brett by visiting the About page on this website.

What is M&A acquisition?

M&A acquirers, especially larger companies with formal M&A deal processes (companies who have done hundreds, if not thousands, of acquisitions and have large deal teams and specific workflow), often make the mistake of emphasizing process to the point where it becomes the only thing that matters.

Is M&A a simple process?

However, M&A isn’t simple. Lots of owner equity (shareholder value) has been lost with poor acquisitions – either choosing target acquisitions poorly or executing poorly (execution issues show up pre-closing in the process of getting the deal done, as well as post-closing during the M&A integration phase).

Is M&A complex?

But, M&A is complex, and curveballs come up that irreversibly damage deadlines. There are lots of moving parts in mergers and acquisition. And, M&A is about relationships. You are dealing with humans, which means emotions will impact actions and nothing will go exactly as scripted.