Preparing for a Disposal or Investment – The Commercial Lawyer’s Perspective

Businesses exploring potential exit and investment opportunities will instruct lawyers to guide them through the transaction process.  Towards the beginning, the prospective purchaser or investor will undertake due diligence on the business to assess its current state of health.  Some fairly standard enquiries are often raised on the legal side, concerning matters such as customer contracts, supply contracts, employment policies and procedures, intellectual property and other assets.

How can a business make it an attractive proposition going forward to put it in a stronger position when undergoing due diligence?

Here are some steps that as day to day commercial lawyers we put in place for businesses, irrespective of whether a sale or other investment is immediately on the horizon:

Distribution, Agency, Reseller and Supply Contracts

Ensure the trading arrangements with key customers and suppliers are sufficiently documented in the form of signed agreements.

Standard Sales and Purchase Terms

If your business has its own sales and purchase terms, ensure these are sufficiently robust and up to date.  For consumer-facing businesses, these should comply with the new consumer legislation (see S&B’s briefing note at http://www.stevens-bolton.com/uploads/changes-to-consumer-law-in-the-uk.pdf).

Data Protection and Cookies

Ensure the business has sufficient data protection procedures in place both for the UK and transfers overseas.

Trade Marks and IP

Ensure that all of the business’s trade marks domain names and other IP rights are registered or otherwise protected as far as possible.

Website Browser Terms

The website is often the first port of call for somebody wanting to know more about the business.  Make sure it complies with all legal requirements by including terms of use, registered company details and, where appropriate, a privacy policy and cookies policy.

Employment

Ensure that the employment handbook and all policies and procedures are up to date and sufficiently robust.  In particular consider anti-bribery and social media policies.

By investing some time at an early stage on legal compliance and infrastructure, the chances of a more efficient transaction process are increased, as are the chances of achieving the best possible sales price or investment terms for your business.

If you require a review of your current commercial contracts and procedures or require further advice on any of the points raised above, please contact Beverley Flynn on 01483 734264 or Oliver Kidd on 01483 734297 at Stevens & Bolton LLP.

 

Stevens and Bolton

 

 

This information is necessarily brief and is not intended to be relied on as legal advice in any given situation.  It is essential that professional advice is sought before any decision is taken.

© Stevens & Bolton LLP April 2014

 

 

Comments are closed.

© 2019 Evolution Complete Business Sales Ltd.

  Keep me updated
KEEP UPDATED

Dear visitor. Please subscribe if you'd like to receive updates and events on selling or buying a business

* we hate spam and never share your details.
×