North Carolina residents who are considering purchasing or selling a small business should realize that all of the factors that make the business one-of-a-kind should be accounted for in the transfer of any ownership interest. In order to transfer ownership, an asset purchase agreement has to be completed. If the purchaser is currently a co-owner in the business who is buying out the other co-owners, a buy-sell agreement has to be completed.
Whichever agreement is used, it should be crafted to address the objectives of the small business. This is applicable regardless of the form of the business entity, such as a limited liability company, sole proprietorship, partnership, close corporation or any other business form.
Owners of a business who want to sell their company or its assets to another owner has to complete an asset purchase agreement. If the business is operated under some business entity other than a sole proprietorship, there has to be an adherence to the bylaws of that entity. Issues such as taxes, intellectual property, financial statements, employee concerns and a list of liabilities will have to be handled properly, or the sellers of the business risk being exposed to liability. It is not unusual for an asset purchase agreement to include terms for ensuring the key employees and managers are able to remain with the business under the new owner. It can also include non-compete clauses so that the seller does not establish another competing business.
An attorney who practices business law may work to protect the interests and rights of clients who are purchasing or selling a business. The attorney might negotiate selling terms on behalf of clients, draft and review contracts, secure certain business licenses and more. If necessary, the attorney may engage in litigation to ensure that the terms of the purchase agreement are honored.