Solicitor for Buying or Selling a Business
Legal services for business sales and purchases
Deciding to buy or sell a business is a major decision. A business is a combination of years of hard work.
There are lots of elements that make a business. Equipment, machinery, branding, employees. All of these factors, and more, make up what a business is. Preparing your business for sale for potential buyers, or making the decision to purchase a business, can be a complex and time-consuming task.
A specialist commercial solicitor will ensure that your business interests are protected. They will make sure the transaction is completed not only accurately, but also in a timely manner.
What are the options for buying a business?
When looking to buy a business, there are two options available to you. These are share purchases or asset purchases.
Both options achieve the same goal of you buying the business. The difference between the two buying options is around key legal and tax variations.
Your solicitor will be able to offer advice on both options if you are unsure which option is best for you.
What are the options for selling a business?
For buying or selling a business, there are usually two options available to you. These are:
- Asset Sale
- Share Sale
Both options have the same end goal of the sale of a business. The difference lies in various tax and legal processes.
Asset purchase or sale
During an asset purchase or sale, the transaction will involve transferring ownership of all the assets that are required to run the target business. This can include assets such as;
- The commercial property
- Any equipment and machinery
- Branding and Intellectual Properties
- Business Records and Contacts
- Stocks, Inventory and IT Systems
With an asset purchase or sale, it is common that liabilities and debts related to the business remain with the original owner.
The purchase price will usually be based on the value of all the assets needed to run the business.
Share purchase or sale
During a share purchase or sale, the target business is transferred through the sale of shares in the company.
As a result of this, the person buying the shares effectively takes ownership of all the assets required to run the business.
Because share purchases or sales relate to the purchase of company shares, this means the business being bought needs to be a limited company registered in England and Wales. As a result of it being a registered company, all assets and liabilities remain with the company during the sale.
This can mean that the original owner is not responsible for any of the debts of the business and these will transfer to the new owners.
Which option is right for me?
Deciding which option is right for you will depend on a few factors. For example, if your business is operated as a sole trader, then you will not be able to use a Share Sale as a selling option.
On the other hand, if the business is a limited company, you may have both options available for you.
Usually, the method of sale will depend on which party, the buyer or seller, has the greater bargaining power. If you have weaker bargaining power you may not have much choice in the sale method. But if you have better bargaining power you may have the opportunity to decide with sale method suits you best.
More information on Asset & Share Sales & Purchases >
If you are looking to buy or sell a business, for independent legal advice please contact our Commercial Team today.
What is the typical process when buying or selling a business?
Regardless of the type of business and what industry or sector it is in, the process usually follows the same process. This is:
- The parties involved will often negotiate the basic terms of the deal which is sometimes set out in writing using “Heads of Agreement”;
- We will work with you to consider and plan for the future and carry out enquiries and searches where applicable;
- The seller will often require a non-disclosure agreement/confidentiality undertaking;
- The buyer will carry out Due Diligence to obtain various information relating to the company being purchased; if we are acting for the buyer, we can help to prepare a detailed list of questions to send to the seller’s solicitor and keep a detailed record of the answers and documents received;
- The buyer’s solicitor will usually prepare a draft of the business purchase agreement which will be sent to the seller’s solicitor for their review. This may undergo several revisions as the negotiation progresses;
- A Disclosure Letter is drafted by the seller and negotiated between the seller and the buyer. This aims to bring any potential problems to the buyer’s attention by stating any matters that the seller knows of.
Why use Rothera Bray Solicitors for buying or selling a business?
You get to work with a firm that has extensive experience. Over the years, our team have helped in the purchase or sale of businesses in a variety of industries and sectors.
Simple language that you can understand. You will get assistance from our legal team whilst carrying out due diligence.
Confused by some legal technicalities? Then our solicitors will explain everything in a simple way so you have a complete understanding of what you are buying. From business assets to liabilities.
When it comes to drafting and negotiating the business purchase and sale agreement, your solicitor will be there to help ensure your best interests are kept.
With you from the very start. We can help you deal with the buyer’s or sellers enquiries to ensure you are thoroughly protected. This includes advising you on how much information to provide any prospective buyers or sellers to protect yourself from potential commercial damage.
Need independent advice from another specialist? We have long-standing relationships with many trusted accountants and independent financial advisers. These specialists can independently offer their advice on what type of purchase is in your best interest.
Send us a message

“Buying or selling a business can be complex and challenging. With our many years’ experience, you can trust us with your interests.”
David Kaplan
Partner
stars
Posted 7 August 2026
I was recommended to use Rothera Bray by a family friend. The staff at Rothera Bray worked relentlessly. They showed a high level of professionalism, and were extremely supportive throughout my divorce and separation, particularly while dealing with a very challenging opposition. They gave me peace of mind, and I always felt safe in the knowledge that I was being well supported during what was an incredibly difficult time in my life. I will always be grateful for the advice, guidance, and compassion they all showed throughout the process. I would never wish for anyone to find themselves in a situation requiring legal support, but if they do, your team will be the first I recommend without hesitation.
Craig Watts
stars
Posted 7 August 2026
I wouldn’t hesitate to recommend Nelissa at Rothera Bray in Loughborough. She has the ability to make complicated issues understandable, to enable you to consider options and reach a decision (we were completing our wills and updating a Deed of Trust). Additionally Nelissa is very thorough, approachable and efficient, producing our documents within days. Nelissa feels like ‘a safe pair of hands’ .
Sandra Simpson
stars
Posted 7 August 2026
Talita Fantauzzi provided a five star client experience when rewriting our wills for us - she was very knowledgeable and helpful.
Martin & Glynis
stars
Posted 6 August 2026
Isabella & Nelissa were both superb in their handling of the Estate of my late mother. They gave helpful advice with regular updates & quick responses to questions asked. They are without a doubt professional & proficient in what they do. I have no hesitation in recommending them & the firm of solicitors they represent, and will use them again in the future.
Shaun Gathercole
stars
Posted 5 August 2026
I cannot thank Rothera Bray Loughborough enough; my house move should have been straight forward, but several hiccups happened along the way. I did both my sale and purchase through them and had excellent service. They were supportive, offered great advice and updates and was their when I had multiple queries. Luisa was amazing, she was there for me when I didn't understand certain queries and was a really calm influence when I was worried about queries I had on the property I was buying. I would 100% recommend Rothera Bray and if I did ever move again I would use them in a heartbeat. Thanks so much!!
Rachael Turner
stars
Posted 4 August 2026
We have used Rothera Bray in the past, when dealing with my late mother's estate. Everything was handled really well, so I contacted Kerry Redfern at their Mapperley branch to sell a property I owned, which was intended to provide retirement funds. Kerry handled everything in a timely manner. The whole process was far less stressful than I had feared and here we are on completion day, with the money in our bank. I feel that Kerry's knowledge in relation to selling property, is extensive and she has guided us through every step of the process. As with probate after my mother's death; and also Rothera Bray dealing with an equity release situation, which facilitated my brother remaining in my late mother's home; I cannot fault the service we have had from them. I feel confident they can successfully deal with any situation that may present in the future where the services of a solicitor are required. We are grateful to them.
Property sale
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Posted 4 August 2026
George helped me with every step of the process when I was facing redundancy, offering invaluable advice and helping me to complete the settlement agreement from my workplace. I wouldn't hesitate to recommend George and Rothera Bray to expertly handle matters, particularly for Employment law/redundancy services.
Scott C
stars
Posted 4 August 2026
I recently used Rothera Bray for a house sale and purchase. The service I received from Ellie Robinson was top tier I was always kept up to date with the progression of the sale and purchase if ever I had any queries they were always answered quickly. My purchase wasn't straightforward there were a few teething problems with the property we were buying that needed to be sorted to make sure we weren't going to be in a bad situation after purchasing and Ellie made sure she went through everything with a fine tooth comb and everything was right before completion. Grace Millward also helped with things and was great. I would definitely recommend this company.
Michelle Dakin
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Posted 3 August 2026
The solicitor I worked with Fatima Altaf was efficient and personable, sharing realistic information and managing our expectations on what was possible, while also always working in our best interest to understand and progress the outcome to our needs and desired outcomes. We would be very happy to recommend Rothera Bray, we found the whole team to be very supportive, positive and dynamic, we were always informed of updates and there were no gaps or unexpected surprises throughout the process.
Wesley
stars
Posted 3 August 2026
Rothera Bray Solicitors have been absolutely brilliant from start to finish. They helped get me into my new property in what felt like record time, making the entire process smooth and as stress-free as possible. Their professionalism was outstanding throughout, but what really stood out was how friendly, supportive and approachable they were at every stage. Lucy and Karen were both fantastic and are a real asset to Rothera Bray Solicitors. I cannot thank them enough for all their help. I would be more than happy to recommend them to anyone in the future, and I would not hesitate to use their services again myself.
Rebecca Towler
stars
Posted 31 July 2026
As a first-time buyer, I couldn’t have asked for a better experience. Carol and the entire team were professional, knowledgeable, and supportive throughout the conveyancing process. They kept me informed at every stage, answered all of my questions promptly, and took the time to explain the legal process in a way that was easy to understand. Their communication was excellent, and I always felt confident that my purchase was in safe hands. Despite the complexities involved, everything was handled efficiently, and the transaction was completed smoothly. I truly appreciate the hard work and dedication of everyone involved. I would highly recommend them to anyone looking for a reliable and professional conveyancing solicitor. Thank you again for helping me purchase my first home.
Vipul
stars
Posted 31 July 2026
I just wanted to say thank you for all of your help and guidance throughout this process. Your advice made a huge difference and gave me the confidence to understand the agreement properly, ask the right questions, and make an informed decision. I really appreciate the time you took to explain everything clearly and support me through what has been quite a difficult situation.
AM

Tim Gladdle
Senior Partner
Tim qualified as a solicitor in 1983, giving him 40 years of legal experience. He specialises in advising a wide range of companies on corporate and commercial affairs and transactions.

David Kaplan
Partner & Head of Corporate and Commercial
David Kaplan is a partner in our Corporate and Commercial team and is based at our Derby city centre office. David has been advising businesses for nearly 30 years and is recognised by Legal 500 as a Leading Individual.

Toby Preston
Partner
Toby is a Partner who specialises in corporate and commercial law and business affairs. He has been a partner for over 10 years and been involved in many high profile acquisitions and disposals. He works mainly from our Nottingham city centre branch.

Liz Mills
Senior Associate
Liz Mills is a Senior Associate in our Corporate and Commercial team and is based at our Derby office. Liz is recognised by Legal 500 as a Leading Associate.

Arron Halait
Senior Associate
Arron is a Senior Associate in our Corporate and Commercial team and is based at our Leicester office.

Erica Hurst
Solicitor
Erica Hurst is a Solicitor in Rothera Bray’s Corporate and Commercial department and is based at our Lace Market office in Nottingham city centre.

Sandeesh Samra
Solicitor
Sandeesh Samra is a Solicitor in our Corporate and Commercial team and is based at our Lace Market office in the heart of Nottingham city centre.

Liam Wicks
Solicitor
Liam Wicks is a Solicitor in Rothera Bray’s Corporate & Commercial department and is based at our Derby office.

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