Buying a business in Australia

Buying a business will be an exhilarating time for most people. You will be making a serious financial commitment and potentially gaining a new day job and new world of clients, suppliers and employees.

Having an experienced lawyer by your side can help you navigate this process effectively. At Dexterity Law, we spend the time to get to know our clients goals, dreams (and fears) for the new business and work with you to help you achieve those goals. We specialise in guiding clients through business acquisitions and sales, from conducting due diligence to negotiating and closing deals.

We’ve assisted a wide variety of Australians buy and sell small businesses with a market value from $50,000 through to $10,000,000 across a range of industries. Whether you're purchasing a thriving enterprise or selling your business to maximise its value, our team provides the legal expertise you need.

Why Legal Advice is Essential for Business Transactions

Business purchases and sales can be complex, with numerous legal and financial risks. Our experienced lawyers help you:

Conduct Due Diligence for Business Sale: We thoroughly assess the target business’ legal position, reviewing contracts, liabilities, and potential risks to ensure there are no hidden surprises.

Negotiate a Business Sale: Off the back of our investigation into risks, we seek to protect your position by negotiating terms that safeguard your interests while ensuring a fair deal.

Close a Business Sale Smoothly: From preparing sale agreements to ensuring compliance with regulatory requirements, we facilitate a seamless closing process. Our motto to have the deal ‘close and closed’: close to perfect and closed.

Services We Offer in Business Acquisitions and Sales

1. Due Diligence for Business Purchase or Sale

A thorough investigation is essential to understand the true value and risks of a business. We will generally work alongside your accountants (and other specialist advisors) to help you understand the risks of the business. As your lawyers we focus our diligence on assessment of legal agreements, intellectual property, and compliance obligations. Our due diligence process ensures you’re making informed decisions and minimising potential liabilities.

2. Drafting and Reviewing Contracts

Whether you're the buyer or seller, having well-drafted agreements is key. We prepare and review sale agreements ensuring your legal rights are protected. The agreement needs to effect the legal transfer of the business, establish how the price will be set and paid, confirm treatment of employees and every other legal aspect of the business.

3. Negotiating a Business Sale

We negotiate terms that align with your business goals, addressing issues such as price, payment structures, and transfer of assets. Our experience helps prevent disputes down the line and maximise favourable outcomes for our clients.

4. Structuring the Deal

We advise on the best structure for your transaction—whether it's an asset sale or a share sale—to reduce your legal risk.

5. Closing a Business Sale

Finalising a business sale requires meticulous attention to detail. We oversee the closing process, ensuring that all legal and financial obligations are met before legal ownership is transferred.

Common Legal Pitfalls in Business Purchases and Sales

Failing to seek legal advice can lead to costly mistakes. Some of the most common pitfalls include:

  • Inadequate Due Diligence: Overlooking key risks can result in unexpected liabilities once you’re the business owner. This is particularly important for share sales where you will inherit liabilities that stay with the company subject to the sale.

  • Poorly Drafted Agreements: Ambiguous terms can lead to disputes or unexpected obligations. Business sales are frequently the subject of disputes if either party feels misled by the process, or important aspects of the business were not given due consideration.

  • Failure to Protect Intellectual Property: IP rights must be properly transferred to avoid future claims. Failure to secure these assets may see competitors enter and reduce the goodwill of the business.

At Dexterity Law, we help you avoid these issues by providing clear, practical advice at every stage of the transaction.

How Our Lawyers Help You Sell Your Business

If you're selling a business, maximising value while protecting yourself from future claims is essential. Our lawyers assist with:

✅ Preparing a business for sale, ensuring all legal and compliance aspects are in order.

✅ Drafting sale agreements that include adequate warranties and indemnities.

✅ Advising on potential legal implications and structuring the sale effectively.

Recent examples

Below are a list of recent transactions that Pippin Barry (JD, BA, Unimelb), as principal of Dexterity Law, advised upon:

  • a $6,500,000 acquisition of a quarry in rural Victoria, Australia (2024);

  • a $200,000 acquisition of a clothing wholesaler in Melbourne, Australia (2024);

  • a $450,000 purchase of a phsyiotherapy practice in Brisbane, Australia (2024);

  • a $100,000 purchase of the assets of an accounting practice in Melbourne, Australia (2023);

  • a $500,000 purchase of a carpet installation business in Melbourne, Australia (2023);

  • a $5,000,0000 sale of an e-commerce consumer goods business to a US-based purchaser (2022).

Why Choose Dexterity Law for Your Business Purchase or Sale?

With years of experience advising Australian businesses, Dexterity Law understands the intricacies of business transactions. We provide:

Tailored Advice: Every business is unique, and we offer bespoke legal solutions to meet your needs.
Strategic Negotiation: Our team negotiates fiercely to protect your interests and secure the best possible outcome.
Comprehensive Due Diligence: We leave no stone unturned, ensuring all risks are identified and addressed.

Ready to Buy or Sell a Business?

Whether you’re acquiring a new venture or preparing to sell your business, Dexterity Law is here to help, reach out using the button below.

Testimonials

I engaged Pippin Barry at Dexterity Law for an important commercial transaction earlier this year. Pippin was diligent, thorough, efficient and dedicated. He offered expert advice from the initial consultation right up until completion of the transaction. The transaction went far more smoothly than I could have anticipated, and this was in large part due to Pippin’s expertise and experience. As a start up, we have also consulted Pippin on a number of ad hoc matters, and he has shown the same service excellence on small discreet advice to support our growing business. Pippin also helpfully provided valuable referrals to other professionals and legal services which were of great assistance in the start up phase. I highly recommend Pippin at Dexterity Law.
— Bethany Rose, Partner & Co-Founder, Farrell Rose Migration Lawyers
Pippin & the team at Dexterity Law have been a great help to our start up. They are pragmatic and focus on providing practical advice without legal red tape. Would recommend to others.
— Lance Qian, Founder

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