Mergers & Acquisitions Solicitors (Business Sale & Business Purchase Solicitors)
Solicitors for your Business sale or Purchase
Buying or selling a business is a high-stakes move. Cloude Law acts as business sale solicitors and business purchase solicitors for owners, investors and SMEs across England and Wales, helping you structure the deal properly, manage risk, and get to completion without unnecessary delays.
Whether youre planning a share sale, asset sale, business purchase, or a broader merger & acquisition, we guide you from heads of terms through due diligence, negotiation and completion.
Asset Sale
This is generally for businesses that sell their assets rather than shares. Above all this would leave you with the company but the buyer will walk away with either all or some of the assets of the company.
Who is this for?
Sole traders and partnerships as they are not incorporated as body corporates, Also for companies that may have multiple businesses under one corporate umbrella and wish to sell just one aspect or business.
To discuss what structure would be best for your business sale or purchase please contact us.
Shareholders agreements
Where a deal results in shared ownership (or ongoing involvement), a shareholders agreement can be essential. We draft and negotiate shareholders agreements to clarify:
- Decision-making and reserved matters
- Share transfers and exit provisions
- Dividend policy and funding obligations
- Deadlock and dispute resolution
- Protection for minority shareholders
Business transfer solicitors who keep deals moving
Mergers and acquisitions involve more than signing a contract. The real value is in spotting issues early, negotiating the right protections, and keeping the transaction commercially workable.
We support you with:
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Deal structuring and strategy (share purchase vs asset purchase)
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Heads of terms review and negotiation
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Due diligence planning and management
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Drafting and negotiating the main transaction documents
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Warranties, indemnities and limitation of liability
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Disclosure process and disclosure letter support
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Completion mechanics and post-completion steps
Lease transfers and property issues in M&A
Commercial property is frequently the deal-maker (or deal-breaker). We help manage lease transfers and property-related issues that often arise in business sales and purchases, including:
- Assignments of commercial leases
- Landlord consents and licence to assign
- Due diligence on lease terms (repair, service charge, break clauses)
- Property-related conditions to completion
Fixed fees and a clear process
We work on fixed fees for defined scopes of work, with a clear payment structure and regular updates throughout the matter.
Business sale solicitors: sell with clarity and protection
If you are selling, you want a clean exit and certainty. We help you:
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Reduce exposure to future claims
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Present the business clearly during due diligence
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Negotiate warranties, indemnities and caps that reflect the deal
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Keep the process structured so momentum isnt lost
Shareholders Agreements
A Shareholders’ Agreement is a private legal contract between the shareholders of a company that outlines their rights, responsibilities, and how the company should be managed. Unlike the company’s articles of association, which are public, a shareholders’ agreement is confidential and provides additional protections beyond company law.
Speak to our mergers & acquisitions solicitors
If you’re planning a business sale, business purchase, merger or acquisitionor you need advice on lease transfers as part of a dealwe can help.
Call 0333 577 7727 or contact us to discuss next steps.
Business purchase solicitors: buy with confidence
If you’re buying, the goal is to acquire value without inheriting surprises. We help you:
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Identify risk during due diligence (contracts, property, employees, liabilities)
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Negotiate protections in the SPA/APA
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Manage conditions, consents and third-party approvals
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Ensure the completion process is clear and enforceable
Mergers
A merger is typically a combination of two businesses into a single entity, often structured through share acquisitions, asset transfers, or other corporate arrangements. We advise on the legal and practical steps to make the transaction workable and properly documented.
Share sale vs asset sale (what’s right for your deal?)
The right structure depends on your objectives, tax considerations and risk appetite.
Share sale
A share sale is where the buyer purchases shares in the company, taking ownership of the business entity (including its assets and liabilities).
Often preferred when:
- The buyer wants continuity of contracts, licences and employees
- The seller wants a cleaner exit
- The business value includes goodwill, brand and customer relationships
Asset sale
An asset sale is where the buyer purchases selected assets (and sometimes assumes specified liabilities).
Often preferred when:
- The buyer wants to avoid unknown liabilities
- Only part of the business is being acquired
- The deal requires a more tailored transfer of assets
FAQs
Do you act across England and Wales?
Yes. We advise business owners and companies across England and Wales.
How long does a business sale or purchase take?
Timescales vary depending on due diligence, funding, third-party consents and negotiation. We’ll give you a realistic timeline and keep the transaction moving.
Can you advise on both share purchases and asset purchases?
Yes. We advise on both structures and will recommend the approach that best fits your commercial goals.
Can you help with lease transfers during a business purchase?
Yes. Lease transfers (assignments) and landlord consents are common in M&A. We can manage the legal process alongside the main transaction.