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Business Sale Lawyer And M&A

If you need a business sale lawyer, our M&A legal team can help. Our contract lawyers draft, review and negotiate business sale agreements and share sale agreements.

A business sale agreement is a contract for the sale of a business. The contract allows for the sale of business assets or the sale of shares. Business assets that are being sold may include trade secrets, goodwill, intellectual property rights, inventory and equipment.

Our business sale lawyers have extensive experience in preparing business sale contracts and negotiating terms. We offer M&A legal services for buyers and sellers of businesses.

We help our clients throughout the process, from letters of intent, commercial leases, employment contracts, due diligence and disputes.

Contact us for a free consultation

Our Business Sale Legal Services

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Drafting Business Sale Agreements

Our M&A lawyers draft business sale agreements.

It is important to have the right documents in place. Consider whether a terms sheet, heads of agreement, or a non-disclosure agreement may be necessary.

Our team of lawyers draft, review and negotiate asset and share sale agreements. We can prepare bespoke documents to suit the sale of small businesses or larger business sale transactions.


Due Diligence Process

Due diligence allows potential buyers to review business records.

This helps identify potential risks and enable buyers to confirm they wish to proceed with buying the business.

Our business lawyers provide services to sellers to help them comply with their due diligence obligations.

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Negotiating Business Sale Contracts

Our experienced M&A lawyers draft, review and negotiate business sale agreements and share sale agreements.

We will work with you to ensure legal terms are appropriate, including the purchase price, warranties, conditions precedent, indemnities, and guarantees.

Our lawyers ensure that business sellers fully understand the terms of the business sale contract. This enables sellers to make informed decisions.


Ensuring Settlement Runs Smoothly

Settlement occurs when a business sale is finalised and the purchase price is paid. We work with our clients to ensure this process runs smoothly.

Our business sale lawyers will ensure the right documents and property are transferred to the buyer. Everything needed for settlement to take place will be organised for you.

Why Choose Our Legal Team?

Fixed legal fees for business sale contracts

Our business sale legal services are offered on a fixed fee basis. Our clients know how much they will pay for our services upfront. We pride ourselves in giving our clients a positive experience and doing away with unknown legal bills.

We are a top-rated contract law firm

There are lots of options when it comes to choosing legal experts. At Prosper Law, our M&A lawyers have built a large portfolio of clients, receive excellent reviews and have repeat clients.

Take a look at our reviews and find out why clients across Australia choose us.

We work with some of Australia’s largest companies

Our law firm packs a punch when it comes to the calibre of clients we work with. Our clients include international retailers and distributors and big brands.

Australian companies seek legal advice from Prosper Law because of our experience in drafting, reviewing and negotiating agreement terms.

What our clients say

Deborah Lawrie
Deborah Lawrie
Brooke Ferris at Prosper Law has helped me navigate copy write issues and a Life Rights agreement. Brooke is thorough, fast, efficient and knowledgable and has a no fuss down to earth approach. I am very grateful for her help.
Prosper Law were so easy and quick to communicate with. Employment Lawyer, Krystal, was incredibly helpful. We were on a tight schedule and she made it happen quickly and efficiently, meanwhile answering any and all our questions we had regarding the contract. Highly recommend!!
Miguel Diaz
Miguel Diaz
Parkinson’s Queensland engaged Prosper Law to assist with a contract review. Their contract lawyer was fast, approachable and provided excellent customer service. Highly recommend Prosper Law if you are looking for a well-rounded contract lawyer or need help with contract reviews.
Elizabeth Roughan
Elizabeth Roughan
First timer to this online service but loved it. Quick, efficient and online so no dressing up to go into the city! Have already referred a business partner. Will continue to get advise on contracts from them moving forward.
Merzi Mody
Merzi Mody
Unfortunately (despite all the positive reviews) our experience with Prosper was extremely disappointing and I have fed this back to the firm. We had one of our lead-in consults with an Associate Lawyer at Prosper on Tue 21.11.23 (15mins) and in LESS THAN 2 days we accepted Prosper's contract/terms, only to be told "we do not have the capacity to take on this matter". We were instead told, "you can use the “Find A Solicitor” function on the Queensland Law Society website to find a lawyer”. During this period there had been no change to the content/scenario regarding the matter whatsoever. It made the whole interaction with Prosper frustrating and unrewarding for us personally.
Holly Teague
Holly Teague
Big Thank you to Krystal and Prosper Law for expediting my employment contract and getting it back to me within 48 hours. Would definitely recommend if you are looking for an employment lawyer.
Larissa Rogers
Larissa Rogers
I came across Prosper Law while searching for an Employment Lawyer for a recent dispute. I had the pleasure of working with both Krystal and Farrah and I am extremely grateful for their attention to detail and guidance throughout my matter.
Yatin Kulkarni
Yatin Kulkarni
Absolutely fantastic work by Carlyn Sicat and Farrah Motley by turning around the review of my Contract within 24 hours. Crystal clear recommendations and therefore didn't need any follow up. Highly recommended recommend them if you need an employment lawyer!
Connor Summers
Connor Summers
Our business needed urgent legal advice for several employment law matters. Prosper Law’s employment contract lawyers were quick to respond, offered a fixed fee price for their legal services and were able to achieve a great result for our business. For any employers looking for a quality employment law firm, we highly recommend the team at Prosper Law.
Jane Gentle
Jane Gentle
If you are looking to hire a legal counsel on retainer, I highly recommend the Prosper Law legal team. Having engaged with Prosper at work over the past 5 months, I have found them to be great in-house lawyers and who know their stuff when it comes to contract reviews, employment law advice and marketing and consumer law… and they’re reasonably priced

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Contact an Australian Business Lawyer Today.

If you would like to contact an online lawyer, you can complete the contact form, email or phone Prosper Law. If you know you need to speak to an online lawyer, but you’re not sure exactly what your legal problem is – we can help you. Get in touch today and discover why Australian businesses choose Prosper Law’s team of lawyers.

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Business Sale Law FAQs

What is the process for selling a business?

As M&A lawyers, we understand that the business sale process can seem complicated. It’s our job to make this process as straightforward as possible for our clients. But to give you an idea of the process and how a business sale lawyer in our M&A team can help, here’s a guide to the business sale process:

Step 1 – Book a consultation with a business sale lawyer

We recommend that you book an initial consultation. This will ensure that important dates, commercial and legal considerations are discussed as soon as possible. You can book a consultation here.

During the legal consultation, we will discuss the business you are selling, how it is structured, what assets / shareholdings are being sold and potential ongoing legal matters. We will also take the time to understand your goals and concerns.

We will provide our initial view on the business sale process

Step 2 – Prepare a terms sheet for the sale of the business

If the seller hasn’t already negotiated the general terms of the sale, our business sale lawyer can do this for you. A terms sheet will record the high level terms that the buyer and seller have agreed to. This terms sheet will later form the basis of the business sale agreement.

The terms sheet may also be written as a ‘letter of offer’ and it is important for it to contain strict non-disclosure obligations. Alternatively, we can draft a separate non-disclosure agreement. This will ensure that there are legal protections around the non-disclosure of information belonging to the seller and the business that is being sold.

Step 3 – Prepare and gather information for due diligence

The buyer is likely to want to carry out due diligence. This process involves gathering documents and adding them to a ‘data room’. This is generally a cloud-based drive that the seller can put documents into for the buyer (or the buyer’s lawyer) to access.

The information is likely to include financial statements, contracts (including customer and supplier contracts), licences, permits, leases, employment agreements, intellectual property rights, and details of any pending litigation or legal matters.

As the legal representative of the seller, we may also conduct our own due diligence of the buyer. For example, to ensure that the purchaser of the business is financially able to complete the business purchase transaction.

Step 4 – Preparing and negotiating the business purchase agreement

Your business sale lawyer will represent you negotiating the terms and conditions of the sale of the business with the buyer or their legal representatives.

Our M&A lawyers will focus on key aspects of the business sale agreement, including price, warranties, conditions-precedent to completion, indemnities, guarantees and any withholding amounts.

As the seller, you will be involved every step of the way. However, we will do the hard work for you and explain, in plain-English terms (without using complicated legal jargon) what information we need from you.

Step 5 – Meeting the conditions-precedent

Once the business sale agreement has been negotiated and agreed, we will work with you to fulfil the conditions-precedent. Conditions-precedent may include obtaining landlord consent, the consent of shareholders or negotiating with other third parties.

Step 6 – completion of the sale of the business

Your business sale lawyer will prepare transfer documents, close out any employment matters, terminate or transfer contracts and any other legal services and advice to complete settlement of the business sale.

Step 7 – legal services after completion of settlement

Once settlement is complete, your appointed business sale lawyer will ensure that any post-settlement obligations are met. This might include ensuring that any outstanding retention amount is paid to our client.

How can your M&A lawyers help with completion?
After settlement

Once the sale agreement has been finalised and due diligence has been completed, settlement can occur. It will then be necessary to prepare for operating the new business after settlement.

Our commercial lawyers help clients to prepare for this phase by:

advising on post-settlement restraint of trade clauses
providing legal advice on stamp duty requirements for the business purchase
checking that settlement conditions have been complied with
finalising lease documents and other contracts
working with the seller’s solicitors to transfer business names, company registrations, domain names and trade mark registrations
providing advice on employee redundancies and entitlements for transferring employees

What do your M&A legal services cover?

Prosper Law has helped businesses across Australia to manage the legal side of the business sale.

Our services include:

  • drafting asset sale agreements – organising and attending to settlement
  • drafting share sale agreements – advising on appropriate preconditions to settlement
  • negotiating business sale contracts with buyers and their solicitors – advising on post-sale restraint of trade clauses
  • advising on stamp duty requirements – advising on the difference between an asset and share sale
  • advising on put and call options – identifying whether regulatory consents are required
  • drafting terms sheets and heads of agreement – preparing shareholder consents and side deeds
  • preparing comprehensive business sales non-disclosure agreements – assisting with disclosure to meet the buyer’s due diligence requirements
  • attending to employment and industrial relations – obtaining landlord consents
  • mergers and acquisitions – transferring business, company and domain names
  • advising on employee redundancies and entitlements – facilitating transfer of deposit and settlement funds