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How Your Business Purchase Lawyer Can Help

Your Calgary business purchase lawyer can help you move through the exciting process of buying a business. We can review documents, assist you with a business purchase and sale agreement, and help you decode legalese. We will also point out any issues or implications of the options you consider and, if required, set up your corporation

Buying a Business: Legal Help

As your experienced business purchase lawyers, we will help you:

  • Decide if the business structure will work for you.
  • Prepare your letter of intent, ensuring you have a sound foundation for a deal.
  • Prepare the initial draft of the purchase and sale agreement and negotiate with the seller's lawyer until the agreement is satisfactory to both parties.
  • Draft non-competition agreements.
  • Review all legal documents during the due diligence process
  • Examine all corporate legal documentation, including verification of ownership of the business and its assets and any claims on the assets, to ensure everything can be transferred as anticipated.
  • Examine shareholder agreements prior to the sale to make sure there are no unforeseen problems.
  • Examine all the seller's contracts and agreements, such as:
    • Premises leases
    • Employment agreements
    • Franchise agreements
    • Supplier and customer agreements
  • Transfer trademarks and business names.
  • Deal with legislative requirements.
  • Review and assist with the preparation of all closing documents.
  • Incorporate a new business, if required.

Other Helpful Business Purchase Information

If you're not an experienced buyer, you may benefit from learning about many of the other issues and considerations involved in buying a business. It will help you ensure you have all the bases covered:

Searching for a Business

There's no shortage of Calgary businesses for sale online, either on dedicated listing sites, or on the websites of local business brokers. Finding a Calgary business for sale that suits you will be much easier if you have done your work in identifying the kind of business you're looking for.

The Business Buying Process

When it comes to buying a business, don't be tempted to take shortcuts. It's important that you follow a sound business purchase process in order to get the results you're after. The first step in the business purchase process is determining your goals.

How to Value a Business Purchase

Business valuation is a complex affair. There are many different methods of valuing a business, but in the end it simply comes down to a negotiated agreement between you and the seller.

Financing the Purchase

Many buyers assume that they can finance a business purchase with a small down payment, just as they do when purchasing property. But buying a business is different. There are no rules about the size of down payments, but it's advisable to have at least 30 to 50% of the purchase price in cash

The Letter of Intent (Offer to Purchase)

The Letter of Intent to purchase a business (also called an Offer to Purchase, is not necessarily a legally binding document. It simply says that you would like to purchase the business at a specified price and upon specified terms and conditions. If the seller accepts your offer, and the Letter of Intent to purchase a business is not binding, you can then proceed to negotiate a purchase and sale agreement and begin the due diligence process.

The Due Diligence Process

Due diligence is the investigation you will engage in after the seller has accepted the offer to purchase or letter of intent, to ensure that the business is worth the investment and has no substantive risk factors. Your business broker or M&A intermediary, accountant, and business lawyer can assist you with this process so you do not miss anything important.

Business Purchase Agreement

Buying a business is completely different than buying your home. A business purchase agreement is a much more complicated document and, to protect yourself, experienced legal advice is an absolute necessity.

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