Theresa Grech, Partner

Seek professional advice early if you are thinking of buying, selling or obtaining outside investment in your company.

Get legal advice on any contract you are asked to sign – you may be happy with the existing clauses but additional clauses which a lawyer may include may be crucial to protect your position.

If you are asking several lawyers for an estimate of costs, do your research. Check their experience and the scope of work included in the estimate and compare like for like. This will avoid you incurring any hidden extras which may not have been included in any initial estimate.

Do I need a shareholders’ agreement?
A shareholders’ agreement is useful for regulating the relationship between a company and its shareholders. It can protect shareholders by preventing a shareholder from transferring his shares to a third party not known to the other shareholders. It can also provide for restrictions on the decision-making process of majority shareholders, if necessary.

Is it necessary to do legal due diligence on a transaction as I want to save costs?
It is possible to undertake minimal due diligence and rely on contractual warranties, but this is usually a short-sighted approach. Warranty claims may be difficult to prove and are likely to have limitations in application. It is far better for the buyer to identify and rectify any issues pre-completion. If the acquisition is funded through third party finance, a finance provider will expect the buyer to carry out a due diligence review.

How long will it take to buy/sell a company or business?
This will depend on the complexity of the transaction, whether third party approvals are necessary and whether any major issues are identified during the due diligence process which need to be rectified pre-completion.