Disposing of or Acquiring Commercial Premises – and sometimes a business as well!

Janine Harris Commercial Property Solicitor with AMD Solicitors, offers tips which may help expedite your transaction and reduce costs.

Matters relating to the premises

If you are selling, locate the title deeds and any documents relating to the premises such as any leases, guarantees or notices so that these are available for your solicitor at the start.

If you occupy the premises you are disposing of under a lease bear in mind that the lease will need to be assigned to the buyer and invariably the Landlord’s consent will be required . A Landlord will want to check that the buyer is suitable and will want references (usually a bank and two trade references and any previous trading accounts). If references are available at the outset then any additional requirements or objections the Landlord may have will be known sooner rather than later thus reducing delays.  

 Remember that the Landlord will want his legal costs paid for dealing with the assignment. The seller is primarily responsible for these costs  but it is not uncommon for the seller to negotiate that the buyer will pay. The seller should therefore find out what the Landlord’s costs are likely to be as soon as possible

A buyer may intend to alter or change the use of the premises. The buyer should make his intentions known to any Landlord before any legal work is commenced and also make enquiries of the local authority to check what consents would be required and whether these are likely to be granted. If consent will not be given, or at least without onerous conditions, and the plans are central to the buyers plans for the premises then time and money will be saved.

Matters relating to an associated business

Where the transaction involves the sale of a business as a going concern, a buyer will want details of all assets and liabilities relating to the business including licences, outstanding contracts, accounts, hire purchase agreements, etc. If the seller is able to provide these at the beginning then time will be saved.

The contract for the sale will need to include a breakdown of what is included in the sale (for example, the premises, goodwill, chattels, stock) and the price apportioned to each of those items. The price agreed for these items will have tax implications for both the buyer and seller and therefore the advice of accountants should be sought at the beginning of the transaction.

Bearing the above in mind should help both seller and buyer avoid some of the practical  problems which can cause delays, increase costs, and cause all parties involved to become frustrated.

Janine Harris and the other members of the Commercial Team at AMD Solicitors offer further advice and information upon buying, selling or leasing commercial property (including a free first half hour consultation) with or without an associated business  Email janineharris@amdsolicitors.com or telephone 0117 9735647.  AMD have offices at  Henleaze, Clifton and Shirehampton.

This article is provided for general information purposes only and represents our understanding of the relevant law and practice as at the date of uploading. This article should not be relied upon as legal advice pertaining to any specific factual situation. Legal decisions should be made only after proper consultation with a legal professional of your choosing.

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