Selling a business can be a complex process. It is essential to protect yourself from ongoing liabilities and to ensure that the warranties and indemnities you give are reasonable and fair.
Hutchinson Thomas / For business / Business sales
A successful sale depends on more than just finding a buyer. It’s essential to ensure that your legal and financial exposure is limited, and that the warranties and indemnities you provide are fair and proportionate.
Our experienced commercial team will work closely with you to prepare for the sale, negotiate favourable terms, and ensure that your liabilities are clearly defined and controlled.
Before a sale is agreed, we recommend reviewing and organising your company documentation. Buyers and their legal teams will want to see:
• A clear legal structure
• Accurate and up-to-date accounts
• Valid contracts and agreements
We’ll help you prepare your business for scrutiny, ensuring that everything is in order and ready for due diligence. This not only speeds up the process but also strengthens your negotiating position.
Once a buyer is found, their solicitors will raise detailed enquiries—particularly around financial, legal, and operational matters. We’ll manage this process on your behalf, responding efficiently and ensuring your interests are protected throughout.
If the buyer seeks to renegotiate the price or terms, our team will negotiate firmly to secure the best possible outcome for you.
The sale agreement will include warranties and indemnities—key clauses that define your obligations after the sale:
• Warranties confirm that the information you’ve provided is accurate. These typically cover areas such as financial accounts, tax, employee matters, and legal disputes.
• Indemnities require you to cover specific liabilities, such as ongoing legal claims or unpaid taxes.
We ensure these clauses are carefully drafted, with clear limits on your liability—both in terms of time and financial exposure.
Our team has extensive experience in business sales across a wide range of sectors. We provide clear, practical advice at every stage of the process and ensure that your legal position is fully protected.
We also advise on related matters such as employment law, commercial property, and regulatory compliance—giving you a complete legal service under one roof.
• Proven expertise in business sales and commercial transactions
• Skilled negotiators focused on protecting your interests
• Clear, responsive communication throughout the process
• Recognised in the Legal 500 and awarded the Law Society Mark of Excellence
Our specialist commercial lawyers offer a one-stop-shop for legal advice for all types of business – from start-ups to established companies.
All of our lawyers are specialists in their area of law. Book in for an initial discussion where we will discuss all of your options with you.