Buying a Business – Expert Legal Guidance
Purchasing a business is an exciting opportunity, but it can also be a complex and high-risk process. There are many moving parts — from negotiating price and terms, to conducting due diligence, to transferring leases, employees, and contracts. If even one step is mishandled, the financial and legal consequences can be significant.
At Parke Lawyers, we are Accredited Specialists in Commercial Law, trusted by clients across Melbourne and beyond. Our role is to guide you through every stage of the transaction, carrying out the necessary due diligence, protecting you from risk, and ensuring you get the value you expect from your investment.
The Business Purchase Process
Buying a business involves several key stages. Our lawyers can advise and assist you at each step:
- Pre-Contractual Negotiations
This is where the parties agree on the essential terms, such as:
- Purchase price
- Settlement date
- Assets included in the sale (e.g. stock, goodwill, intellectual property, plant and equipment, leases, licences)
Early legal advice ensures nothing important is overlooked and that key issues are dealt with before you sign.
- Contract Preparation and Execution
The formal written contract is usually prepared by the vendor’s lawyer. It should accurately reflect what was agreed during negotiations and cover critical matters such as:
- Warranties and guarantees
- Restraint of trade clauses
- Conditions precedent (e.g. finance approval, landlord’s consent to lease assignment, transfer of licences)
- Allocation of liabilities and risk
Our lawyers carefully review and negotiate the contract to protect your interests.
- Pre-Settlement Process
This stage involves making sure everything is in place for completion of the deal. Tasks include:
- Releasing or transferring any security interests (e.g. PPSR registrations)
- Finalising finance and lender approvals
- Arranging the transfer of key third-party contracts (such as suppliers, customers, and service providers)
- Ensuring employment obligations for staff are properly addressed
- Settlement
At settlement, the purchase money is paid in exchange for ownership of the business. This is also when formal leases are signed, licences are transferred, and assets pass to the purchaser. We ensure the process runs smoothly and no detail is missed.
- Post-Settlement Matters
After settlement, it’s important to:
- Register new security interests where appropriate
- Update relevant government registers (ASIC, business names, tax registrations, industry licences)
- Implement any transitional arrangements agreed with the vendor
Why Legal Advice Is Essential
Each of these steps carries potential risks. If overlooked, they could expose you to:
- Hidden liabilities (tax debts, employee entitlements, supplier contracts)
- Overvalued assets or misrepresented earnings
- Lease or licence issues preventing you from trading
- Unexpected restrictions, such as unresolved security interests
With Parke Lawyers by your side, you gain the confidence of knowing your purchase is thoroughly assessed, properly documented, and legally sound.
How Parke Lawyers Can Help
As Accredited Specialist Commercial Lawyers, we:
- Conduct detailed due diligence to identify risks and liabilities
- Negotiate favourable contract terms that protect your position
- Guide you through each stage of the purchase with clear, practical advice
- Liaise with accountants, financiers, and other advisers to ensure a seamless transaction
- Safeguard your investment while maximising value
Contact Parke Lawyers today to speak with one of our specialist business lawyers about buying a business. We’ll make sure your transaction is handled with the care, attention, and expertise it deserves.
Your Business Law Team
