Lawyer For Buying A Business
Our merger and acquistion lawyers advise Sydney buyers and sellers on transaction structuring, due diligence, regulatory compliance, and risk management to ensure every business sale achieves the best possible commercial outcome.
Secure Your Legal Advantage
250+ Transactions Reviewed
$30M+ in Acquisitions Completed
100+ Due Diligence Reviews Done
40+ Years Combined Legal Experience
What Is A Business Acquisition Lawyer, And When Do You Need One?
A business acquisition lawyer advises buyers and sellers on the legal dimensions of purchasing or selling a business. From structuring the deal to managing risk and satisfying regulatory requirements, their role is to protect your commercial interests at every stage of the transaction.
Our team of lawyers for buying a business regularly helps Sydney clients with the following:
You're choosing between an asset sale and a share sale
You're negotiating or drafting a Share Purchase Agreement or Joint Venture Agreement
You're conducting due diligence to uncover hidden liabilities or financial risks
You're preparing vendor due diligence documentation before going to market
You're navigating ASIC, ASX, or foreign investment compliance obligations
You're negotiating non-compete and restraint of trade clauses to protect your investment
You're assessing whether Warranty and Indemnity insurance is appropriate for your deal
You're drafting warranties and indemnities to protect your assets post-settlement
Why Choose Lazarus Legal For Mergers & Acquisitions
Choosing the right merger and acquistion lawyer comes down to three things: experience across deal sizes, certainty on costs, and knowing a senior lawyer is handling your matter from start to finish. Lazarus Legal delivers on all three.
- M&A Experience Across Every Deal Size. We advise on transactions ranging from small business acquisitions to mid-market deals across a broad range of industries, including technology, FMCG, and manufacturing, bringing the same rigour and commercial focus to every matter regardless of deal size.
- Transparent, Upfront Fees. We provide fixed fees before we start, so you can budget your legal costs as a transaction expense, not an unpredictable variable. For complex deals requiring prolonged legal support, we also offer custom quotes tailored to your needs.
- Senior Lawyers on Every File. From instruction to completion, your matter is handled by experienced senior lawyers with a combined experience of 40 years in commercial law. You will not be passed to a junior associate when the stakes are high.
Our Process For Buying A Business
Buying or selling a business involves multiple legal stages, each with its own risks and commercial consequences. Here is how Lazarus Legal manages every step of the process to protect your interests and keep your transaction on track.
Step 1: Transaction Structuring and Negotiation
We advise on whether an asset sale or share sale best serves your tax position and commercial objectives, then draft and negotiate the key transaction documents, including Share Sale Agreements and Joint Venture Agreements. Getting the structure wrong at this stage can mean a buyer inherits the seller’s existing debts, employee entitlements, or tax liabilities without realising it until after settlement.
Step 2: Due Diligence
We review the target business across four key areas:
- financial records and undisclosed liabilities,
- contract assignments and change-of-control clauses,
- intellectual property ownership and registration status, and
- any outstanding regulatory or compliance obligations.
For sellers, we prepare vendor due diligence documentation to avoid surprises mid-negotiation.
Buyers who skip this stage have discovered post-settlement that key contracts could not be transferred, or that IP central to the business was never formally registered.
Step 3: Regulatory Compliance
We identify and manage all regulatory obligations relevant to your transaction, including ASIC and ASX requirements for public company transactions and foreign investment approvals under the Foreign Acquisitions and Takeovers Act. Failing to obtain foreign investment approval before settlement can result in the transaction being forcibly unwound by the Australian government.
Step 4: Risk Management
We draft warranties and indemnities into the transaction documents to contractually hold the seller accountable for the accuracy of their representations about the business. Where the deal size or risk profile warrants it, we advise on Warranty and Indemnity insurance. Without adequate warranty coverage, a buyer who discovers undisclosed litigation, tax debts, or employee claims post-settlement has limited contractual recourse against the seller.
Meet Your Lawyers
CEO, Notary Public
With nearly five decades of experience advising on complex business transactions across Australia and South Africa, Barry brings seasoned commercial judgement to every acquisition matter.
Director, Principal Solicitor
Admitted in Australia and the UK, Mark draws on his experience as a barrister and in-house Legal Director for a global FMCG brand to deliver practical, deal-focused M&A advice.
Associate Lawyer
Chen’s background in fund management and compliance gives her a distinct edge in M&A due diligence, business structuring, and venture capital transactions.
What Businesses Say About Lazarus Legal
Alex Tyson
“Lazarus Legal felt like a team that was genuinely on our side. They brought strong commercial expertise, clear advice, and the kind of support you want from a buying a business lawyer during an important transaction.”
Amber Motii
“Mark and the team at Lazarus were fantastic in assisting with the sale of our business. They were incredibly thorough, catching many details we would have missed on our own. Their expertise and attention to detail gave us complete peace of mind, knowing that we had someone truly looking out for our best interests. Highly recommend their services!”
- Your next acquisition starts here
Talk To A Business Acquisition Lawyer Today
- (02) 8644 6000
- info@lazaruslegal.com.au
- 1/422 Oxford St, Bondi Junction NSW 2022
- 5/133 Wakefield Street Adelaide SA 5000
- 1/14 Fremantle Street Burleigh Heads QLD 4220
Our M&A Lawyer Team Answers Your Questions
Do I need a lawyer to buy a business?
There is no legal requirement to engage a lawyer when buying a business, but it is one of the higher-risk financial decisions you will make. A business acquisition lawyer reviews what you are actually buying, identifies liabilities that are not visible in the financials, and ensures the transaction documents protect your position if something goes wrong after settlement. Most buyers who skip legal advice discover the gaps only after the deal is done.
How much do business acquisition lawyers charge?
Most commercial lawyers in Sydney charge between $350 and $600 per hour for M&A work, with total legal costs for a straightforward acquisition typically ranging from $5,000 to $25,000 depending on deal complexity. Larger or more complex transactions can exceed this significantly. At Lazarus Legal, we provide fixed, upfront fees before we start, so you can treat legal costs as a known transaction expense rather than an unpredictable variable.
What are the pros and cons of buying a business?
Buying an established business gives you an existing customer base, cash flow, staff, and operational infrastructure from day one. The risks include inheriting undisclosed liabilities, overpaying based on inflated financials, key person dependency, and contracts that cannot be transferred to a new owner. Thorough due diligence is what separates a sound acquisition from an expensive mistake.
What is the difference between an asset sale and a share sale?
In an asset sale, the buyer purchases specific assets of the business, such as equipment, contracts, and goodwill, without taking on the company’s existing liabilities. In a share sale, the buyer acquires the company itself, including all its assets and liabilities, known and unknown. Asset sales are generally lower risk for buyers, while share sales can be more tax-efficient for sellers. The right structure depends on your specific tax position and commercial objectives.
How do I verify a business's financial health before buying?
Start by requesting at least three years of financial statements, tax returns, and management accounts. Review debtor and creditor ledgers, outstanding loans, and any contingent liabilities such as pending litigation or unresolved tax obligations. Confirm that key contracts, leases, and licences are transferable to a new owner. A legal due diligence review works alongside your accountant’s financial review to identify risks that numbers alone do not reveal.
Do I need to notify the ACCC about my acquisition?
In 2026, Australia introduced a mandatory merger notification regime, requiring transactions that meet certain financial and market share thresholds to be approved by the ACCC before completion. Prior to this, notification was voluntary. If your acquisition involves a competitor, a major supplier, or a significant player in a concentrated market, you should assess your notification obligations before proceeding. Getting this wrong can result in a transaction being blocked or unwound.
Principal Solicitor, Director, Lazarus Legal
Mark Lazarus advises Sydney businesses on mergers, acquisitions, transaction structuring, and commercial contracts. Before founding Lazarus Legal, he served as Legal Director at Monster Energy, managing commercial contracts and regulatory matters across the EMEA region. He has since advised over 2,000 Australian businesses and assisted in over 250 business sale transactions.
Page Published: 02 July 2025 | Updated: 27 March 2026