Business

Buying and Selling a Business

Portelli & Co provides an extensive range of commercial/business legal services including:

• Business contracts
• Buying and selling a business
• Buying and selling a franchise business
• Advice on a wide range of commercial contracts
• Preparation of shareholder, partnership and joint venture agreements
• Distribution and agency agreements
• Mediation, dispute resolution and litigation
• Incorporation of companies
• Protection of intellectual property

Business Structure

• Sole proprietor
• A partnership (where two or more people have decided to start a business)
• A private company
• A trust

If you are considering purchasing a business, we recommend that you consult with a Solicitor at Portelli & Co, in addition to an accountant about which structure is best suited for your business. There are a number of issues that would need to be canvassed before the best possible structure can be determined. Some of the issues we advise you to come and discuss with us may include flexibility, cost to set up and cost to run.

By getting the legal structure to your business right, you are helping to ensure that your venture is successful. Without informed decisions you may be setting yourself up for loss, before you begin.

Things to consider before purchasing a business

• The type of business structure best suited to your needs
• What do you need to know about running a business? E.g. management experience
• Can you afford the initial outlay and continuing costs? It is relevant to note that almost 90% of failed business did so because they lacked adequate capital
• Where will your finance come from?
• What sorts of insurance do you need to protect yourself, your employees and clients?
• What do you know about the industry? For example, trade or product knowledge
• Is the business in the right location? Will you have sufficient customers?
• Do you have all the equipment you need? If not, can you finance necessary additions?
• How will you protect your investment? For example, security of tenure of premises.
• Are you familiar with laws relating to business, e.g. income tax, GST, sales tax, payroll?
• Are you eligible for government assistance?
• Have you received professional advice about the terms of the contract and lease?

This list is not exhaustive, it is essential that you consult Portelli & Co before you decide to buy a business. We will help you make the right decisions about your business venture.

The Laws and Legal Areas Which Apply To Businesses

There are many laws which govern elements of business. On consultation we can give you a more precise idea of the laws you should be concerned about. Some areas involved are:

• Your rights in relation to representations made by the seller during negotiation process
• Local government and town planning restrictions
• Clauses which should be included in the business contract, e.g. restraint of trade
• Registration of a business name and incorporation
• Retail tenancies legislation
• The law of contracts
• Franchise agreements
• Consumer protection legislation such as the Commonwealth Trade Practices Act and Victorian Fair Trading Act
• Protecting original ideas by the Patents Act, Copyright Act, Design Act & trademarks
• Employment laws including Work Cover, wages, employee benefits, enterprise bargaining, discrimination, superannuation, training and unfair dismissal
• Income tax, capital gains tax, sales tax and payroll tax
• Leasing arrangements for plant and equipment
• Licensing requirements

With so many laws to be concerned about, it is easy to see why a business operator needs to seek professional legal advice. We can provide this for you.