Sell a Business Checklist

By Uche Akali, head of corporate legal services at Hallmark Solicitors

We have produced in this brief a Business Sale Checklist providing prospective sellers and purchasers a checklist of documents that will be needed to make the whole process that bit much smoother and less time-consuming.

Whilst it would not be possible to produce an exhaustive checklist of each individual transaction, it is hoped that being prepared in this way could, in long run, save you costs.

It pays to be prepared:

1 Documents Specific to Registered Companies and Limited Liability
Partnerships

1.1 Certificate of Incorporation and any certificates of change of name
1.2 Memorandum and Articles of Association of the company
1.3 Names and addresses of the shareholders or members and share certificates
and membership certificates
1.4 Names and addresses of all directors of the company or designated members
1.5 Name and address of the company secretary (if any)
1.6 Statutory Books
1.7 Company Seal (if any)
1.8 Last Annual Return of the company and any changes since that time (it is also
advisable to have ready the last 3 years accounts and financial statements)
1.9 Details of charges including debentures, floating & fixed charges

2 Documents of General Application

2.1 Last 3 years accounts and financial statements
2.2 List of all employees
2.3 Copy of all employment contracts & schedule of current salaries
2.3 Copy of all pension policies relating to employees & details employer/employee
contributions
2.4 Details of banking arrangements and facilities
2.5 Details of securities & collateral given
2.6 Schedule of assets
2.7 Schedule of plants & equipments
2.8 Copy of all intellectual property rights (Patents, registered designs & trademarks,
copyrights)
2.9 Copy of software licenses
2.10 Copy of licenses relating to environmental law & discharge/disposal of waste
2.11 Copy of all other licenses

3 Commercial Agreements

3.1 Copy of all maintenance agreements including computer equipment
3.2 Copy of all other
3.3 Copy of all hire purchase and leasing agreements
3.4 Copy of all other commercial agreements entered into

4 Property-Related Documentation

4.1 Copies of Leases
4.2 Details of Business Rates
4.3 Insurance Policies & up to date Schedules & Receipt for premiums