Buying a business: the due diligence that actually matters.
Short answer: due diligence is not a box-ticking data-room tour, it is the search for the five things that change the price or kill the deal. Done properly it costs a fraction of what it saves. Our legal DD starts at £1,950 with a written red-flag report, and the whole deal can be run at capped fixed fees.
Where the bodies are usually buried
Change-of-control clauses in key customer and supplier contracts that let them walk when you buy. Employees inherited with TUPE baggage and unrecorded promises. IP the company uses but does not own, the founder's personal name on the trademark is a classic. Property: leases with repair obligations and consents nobody read. Litigation and disputes that have not become claims yet.
Share purchase or asset purchase changes everything
Buy the shares and you buy the company's whole history, known and unknown, which is why warranties and disclosure matter so much. Buy the assets and you choose what comes with you, but TUPE follows the workforce anyway and contracts need consent to move. The structure decision is worth more advice than any other single question in the deal.
What the report gives you
A written red-flag report ranked by money: what to fix before exchange, what to price into the offer, what to cover with warranties and indemnities, and what should make you walk away. Then the SPA is negotiated from your report, not from the seller's template. Heads of terms review from £650 catches the worst problems before lawyers on both sides get expensive.
Fixed fee agreed in writing before any work begins, written reply within 24 hours, handled entirely in writing. Send your enquiry or WhatsApp +44 7822 014 066.