Beswick and Wine: Buying and Selling Private Companies and Businesses

Structured to reflect the process in practice this book focuses on the key commercial, tax and legal issues that arise from business sales. By addressing fundamental issues from the perspective of both the seller and the purchaser it is a perfect handbook for all those involved in such acquisitions.

From due diligence through to completion of the share purchase or business transfer agreement it contains clear, expert advice.

The 11th edition has been updated to include:
- Impact of Brexit in 2020 including on merger law and notifications
- "UKGDPR" and Data Protection Act 2018 and latest guidance from the Information Commissioner Guidance including the Data Sharing code of practice
- Recent tax changes including reduction in entrepreneurs' relief from capital gains tax from �m to �

Case law such as:
- Stobart Group Limited and Anor v. William Stobart and Anor [2019] EWCA (Civ) 1376 (CA) (notices of claims under share purchase agreements)
- 116 Cardamon Ltd v MacAlister & Anor [2019] EWHC 1200 (Comm) (damages for breach of warranty under share purchase agreement)
- Triumph Controls UK Limited v Primus International Holding Company [2019] EWHC 565 (TCC) (breach of warranty)
- Tesco UK Limited v. Aircom Jersey 4 Limited and Aircom Global Operations Limited [2018] EWCA Civ 23 (tax warranty claim)

It also includes checklists, draft enquiries, letters of disclosure and a specimen completion agenda, together with an accompanying electronic download containing all the precedents in the work.

This title is included in Bloomsbury Professional's Company and Commercial Law online service.

List of contents

Part I: The Seller’s Perspective
Chapter 1: An overview of the sale process
Chapter 2: Assessment of marketability
Chapter 3: Preparing the sale
Chapter 4: Marketing
Chapter 5: Negotiation process
Part II: The Purchaser’s Perspective
Chapter 6: An overview of the acquisition process
Chapter 7: Acquisition strategy
Chapter 8: The search process
Chapter 9: Negotiation
Chapter 10: Due Diligence
Part III: The Acquisition Agreement
Chapter 11: General principles
Chapter 12: Share purchase
Chapter 13: Business transfer agreement
Part IV: Post–completion
Chapter 14: Announcements and notifications
Chapter 15: Implementing changes to the workforce
Chapter 16: Stamp duty
Part V: Special Situations
Chapter 17: Buy-outs
Chapter 18: Buying and selling technology businesses
Part VI: Precedents

About the author

Susan Singleton is a solicitor with her own London commercial firm of solicitors, Singletons (www.singlelaw.com) which advises a large range of UK and international clients on business law with particular emphasis on commercial, IT/IP, corporate, data protection, competition law and contracts including some litigation. Author of 33 law books and contributor to 52 more, she writes regularly on legal matters for a variety of publications. She has given about 1700 legal courses/lectures since 1990 in 16 countries i.e. in the UK, Austria, Belgium, Dubai, France, Germany, Holland, Hungary, Iran, Ireland, Nigeria, Spain, Sweden, Switzerland, Trinidad and Turkey. She publishes nine subscription legal newsletters acquired from Informa including - IT Law Today, Corporate Briefing, Pensions Today and Finance and Credit Law. She practised first at London law firms Slaughter and May and Bristows before founding her own firm in 1994. She sat on the Direct Marketing Authority for 5 years and was Vice Chairman of the Competition Law Association. In 2020 she was one of the Society of Computers and Law Female Tech Law Heroes. A mother of five (her daughters both qualified as solicitors in 2011/12, her oldest son avoided the law and her twin sons are due to qualify as solicitors in 2024) in her spare time she plays the piano, sings and tends her garden. She has three grandchildren. She is past Chairman of Pinner Hill Residents Association and until recently enjoyed her own island in Panama. She can be followed on twitter at singlelaw.

Summary

Structured to reflect the process in practice this book focuses on the key commercial, tax and legal issues that arise from business sales. By addressing fundamental issues from the perspective of both the seller and the purchaser it is a perfect handbook for all those involved in such acquisitions.

From due diligence through to completion of the share purchase or business transfer agreement it contains clear, expert advice.

The 11th edition has been updated to include:
- Impact of Brexit in 2020 including on merger law and notifications
- "UKGDPR" and Data Protection Act 2018 and latest guidance from the Information Commissioner Guidance including the Data Sharing code of practice
- Recent tax changes including reduction in entrepreneurs' relief from capital gains tax from £10m to £1m

Case law such as:
- Stobart Group Limited and Anor v. William Stobart and Anor [2019] EWCA (Civ) 1376 (CA) (notices of claims under share purchase agreements)
- 116 Cardamon Ltd v MacAlister & Anor [2019] EWHC 1200 (Comm) (damages for breach of warranty under share purchase agreement)
- Triumph Controls UK Limited v Primus International Holding Company [2019] EWHC 565 (TCC) (breach of warranty)
- Tesco UK Limited v. Aircom Jersey 4 Limited and Aircom Global Operations Limited [2018] EWCA Civ 23 (tax warranty claim)

It also includes checklists, draft enquiries, letters of disclosure and a specimen completion agenda, together with an accompanying electronic download containing all the precedents in the work.

This title is included in Bloomsbury Professional's Company and Commercial Law online service.

Foreword

A well established and respected text providing step-by-step guidance to the sale and purchase process of private
companies and the key commercial, tax and legal issues arising from it.

Additional text

a practical and thorough treatment of a complex subject. No one who buys this book will be disappointed.

Product details

• Authors: Susan Singleton, Singleton Susan
• Publisher: Bloomsbury Academic
• Languages: English
• Product format: Paperback / Softback
• Released: 16.06.2022
• EAN: 9781526516121
• ISBN: 978-1-5265-1612-1
• No. of pages: 560
• Dimensions: 158 mm x 248 mm x 32 mm
• Weight: 920 g
• Subjects: Social sciences, law, business > Law > International law, foreign law; LAW / Commercial / General, LAW / Corporate, Company law, Company, commercial & competition law, Company, commercial and competition law: general