The purchase of a business takes 1 of 2 forms: asset purchase or share purchase.
With an asset sale, you as the seller sell the assets of the business (equipment, leasehold improvements, inventory, goodwill, customer lists, etc.) to the buyer but not the debts of the business. The debts must be paid by you at the time of sale, usually from the sale proceeds. Buyers typically prefer an asset purchase so they do have to worry about assuming unknown debts. From a tax perspective, an asset purchase is often more favourable to the buyer but this is a matter to be discussed with your accountant.
Where the business is incorporated, the sale of a business can also be done by way of a share sale. The buyer purchases your shares of the company, thus becoming the owner of the business (by becoming the owner of the company). The assets of the business remain with the company and in most cases, so do the debts. The biggest advantage of a share sale is that in most cases, there is no change of ownership in the assets, equipment and debts and fewer changes needs to be made as far as changing over supplier accounts, utilities, etc. However, other items do require changes (consent of the landlord, consent of the franchisor (for franchise sales) signing authority on bank accounts, some licences (eg. liquor licence). From a tax perspective, a share shale is often more favourable to the seller but this is a matter to be discussed with your accountant
Your legal expenses are made up of:
For business sales, the total costs depend on the nature of the transaction itself and we typically charge you based on time spent at a set hourly rate. In some cases, unexpected problems arise which can drive up the costs. However, we attempt to provide you with a range for your anticipated legal costs.
Feel free to contact us and we will be pleased to review your needs and provide you with the estimated costs.
BUYING A HOME IS ONE OF YOUR BIGGEST DECISIONS IN LIFE. LET US GUIDE YOU THROUGH THE PROCESS.