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Buying A Business Lawyer: Catch What Brokers Hide In The Numbers
Acquiring a business requires more than contract review; it requires operational due diligence to identify the risks that cause acquisitions to fail after closing.
Our buying a business lawyer team has reviewed over 160 NSW transactions, preventing costly mistakes including owner-dependency traps, hidden liabilities, and financial misrepresentation.
Why Business Buyers Choose Lazarus Legal
Many businesses selling at low multiples appear profitable on paper but depend entirely on the current owner’s personal relationships, industry knowledge, or constant involvement. Standard solicitors review contracts and verify titles. They rarely investigate whether profits will survive after the owner exits.
Our buying a business lawyer focuses on operational sustainability, examining customer concentration, system dependencies, and whether the business can genuinely operate under new management. Understanding these risks before closing prevents failures that standard due diligence processes overlook.
Who Reviews Your Business Acquisition?
Led by Mark Lazarus, former Legal Director at Monster Energy, our team combines commercial experience with legal qualification. Every lawyer is admitted in New South Wales and regulated by the Law Society of NSW. We've reviewed over 160 business acquisitions across retail, manufacturing, professional services, and hospitality sectors. This operational focus allows us to identify risks that standard due diligence processes overlook.
How We Investigate Business Purchases
We conduct operational due diligence alongside legal review. This includes verifying financial claims, testing business systems, analysing customer relationships, and determining whether the business requires constant owner involvement. Clients receive clear written reports identifying material risks and recommended adjustments to purchase price or deal structure. Each matter is handled directly by senior lawyers to ensure commercial clarity.
What You Gain From Our Review
Protect your capital by identifying deal-breaking issues before closing. Our clients avoid businesses that appear profitable but require 60-hour owner work weeks to maintain those profits. We've recently saved clients over $50,000 in prevented losses through early identification of customer concentration risks and financial misrepresentation. Each review focuses on whether you're acquiring a genuine business asset or an underpaid job.
The $200K Business Truth Nobody Tells You
When a business sells for $200-300K, there’s always a reason it’s cheap. Usually, the owner works 60 hours a week to generate those profits. They call it “a business” but you’re buying a job.
Business Acquisition Services: From Pre Offer Review to Closing
Our buying a business lawyer assists buyers across Sydney and regional NSW with comprehensive due diligence that extends beyond standard contract review. Our acquisition services identify operational, financial, and structural risks before you commit capital to a transaction.
Typical instructions include:
- Pre-Offer Operational Review and Risk Assessment
- Financial Verification and EBITDA Analysis
- Customer Concentration and Revenue
- Sustainability Review
- Owner Dependency and System Independence Testing
- Contract and Liability Review
- Purchase Agreement Drafting and Negotiation
- Post-Closing Integration and Employment Documentation
Each matter is handled directly by senior lawyers to ensure timely delivery and practical outcomes.
Protecting Your Capital from Owner-Dependency Traps
Stop buying someone else's job disguised as a business.
Find the hidden problems that justify paying less or walking away.
Know whether you're buying real profits or just the owner's 60-hour work week.
Protect your brand before someone else takes it.
Every agreement is drafted in-house. Shareholder agreements, SAFE notes, ESOPs, IP deeds, and service terms are all tailored to the actual deal.
What Founders Say
I highly recommend Mark and the team at Lazarus Legal. They assisted me with reviewing and negotiating a commercial lease. The entire process straightforward and stress-free. Thank you!
Approached Mark when we were starting our company. He was personable, provided great advice, hit our timelines and was really fair with his pricing. Highly recommend Lazarus Legal
Our Business Acquisition Review Process
Send us the information memorandum, financials, and any materials provided by the seller or broker.
We conduct initial operational review and provide preliminary risk assessment within 48 hours.
Our team verifies financial claims, tests system dependencies, and analyses customer concentration.
You receive a detailed written report identifying material risks and recommended price adjustments.
Legal Services Beyond the Acquisition Review
If you’re buying a business with existing shareholders, you’ll need clean exit documentation and new equity agreements. Our Shareholder Agreement Lawyer team structures ownership terms that prevent post-purchase disputes. If you’re also selling another business to fund this purchase, our Business Sale Lawyer service handles exit structuring and tax planning to ensure a seamless transaction.
Most buyers require employment contracts to be drafted within 30 days of closing to retain key staff.
For matters beyond business, our expertise stretches across all areas of law
Sarah, Manufacturing Buyer
Chen, Hospitality Buyer
Lazarus Legal identified customer risks that the broker’s materials omitted, which helped us walk away from a failing business.
David, Retail Investor
saved us from buying what turned out to be a full-time job disguised as a passive business investment.
- Ready when you are
Buying A Business? Lawyer Up!
Schedule a consultation about your planned purchase with our buying a business lawyer.
Initial consultation focuses on your situation, risks, and solutions.
You get specific advice and clear recommendations protecting interests while achieving objectives.
Common Questions About Buying a Business in NSW
How much does a buying a business lawyer cost in Sydney?
What should a buying a business lawyer review during due diligence?
A competent buying a business lawyer examines both legal documentation and operational sustainability to determine whether the business can function profitably under new ownership. Standard legal review covers contracts, leases, employment agreements, intellectual property registrations, and outstanding liabilities under Australian Consumer Law and Fair Work Act 2009. However, operational due diligence identifies the issues that cause acquisitions to fail post-closing including customer concentration where single clients represent over 25% of revenue, owner-dependency where the business requires constant proprietor involvement to maintain profits, financial misrepresentation where normalised earnings add back owner compensation without realistic replacement costs, and system deficiencies where employees lack authority or capability to operate independently. Our buying a business lawyer team has reviewed over 160 NSW acquisitions and found material issues in approximately 40% of transactions that justified price reductions or deal termination.
When should I engage a buying a business lawyer in the acquisition process?
Engage a buying a business lawyer before submitting your Letter of Intent or initial offer, not after signing preliminary agreements. Early legal involvement allows proper structuring of offers with appropriate contingencies, due diligence periods, holdback provisions, and price adjustment mechanisms based on discovery findings. Buyers who involve acquisition lawyers pre-offer maintain negotiating leverage and achieve significantly better terms than those engaging counsel after showing their hand through binding commitments. Once you’ve submitted a firm offer, sellers have little incentive to accommodate revised terms based on due diligence findings. A buying a business lawyer can review information memorandums and financial summaries within 48 hours to identify preliminary red flags including unrealistic profit margins, customer concentration, or declining revenue trends before you commit. This early-stage operational review typically costs $1,500 to $3,000 but prevents expensive mistakes.
What are common red flags a buying a business lawyer identifies in small business acquisitions?
Small business acquisitions under $500,000 frequently present owner-dependency issues that destroy value post-closing. Common red flags include businesses selling at multiples below 3x EBITDA, which typically signals heavy owner involvement required to maintain profits. Customer concentration where a single client represents more than 25% of revenue creates significant risk. Financial statements showing “normalised” earnings that add back the owner’s entire compensation assume you can replace their work with low-cost employees, which rarely proves accurate in practice. Other warning signs include declining revenues, upcoming lease renewals with uncertain terms, and employees lacking authority to make operational decisions. Our acquisition review identifies these issues through operational investigation rather than accepting seller representations. The Australian Competition and Consumer Commission provides resources on business-to-business fairness and contractual standards through their Small Business Resources.
How long does business acquisition due diligence take with a buying a business lawyer in NSW?
Business acquisition due diligence timeframes in New South Wales typically span two to four weeks depending on transaction complexity, seller cooperation, financial record availability, and whether operational sustainability review is included alongside standard legal checks. Pre-offer operational reviews focusing on preliminary risk identification can be completed within 48 to 72 hours for time-sensitive opportunities. Comprehensive due diligence covering financial claim verification, customer concentration analysis, contract review, employment documentation assessment, and operational dependency testing usually requires three weeks when sellers provide organised records. Transactions involving multiple business locations, complex lease arrangements, or significant intellectual property portfolios may extend to five or six weeks. Buyers should engage buying a business lawyers before submitting binding offers to preserve due diligence contingencies and price adjustment mechanisms. Express reviews can be arranged for urgent transactions though compressed timeframes may limit investigation depth.