Buying or selling a business? We handle the deal structure, due diligence and contract terms so you can focus on the outcome — not the paperwork. Based in Wellington, acting NZ-wide and for overseas clients.
Clear, commercial advice for buyers and sellers
Buying a business
We work through financials, key contracts, leases, IP, employment agreements and regulatory consents. Risks are flagged early, conditions are tightened, and the deal stays on track through to settlement.
Selling a business
We get your business sale-ready — tidy corporate records, advise on asset versus share-sale structuring, calibrate warranties and indemnities, and negotiate terms that protect your position without stalling the deal.
Every business sale is different. We map the deal structure to your goals, keep the paperwork tight, and stay in close contact with accountants, brokers, banks and the other side so you always know where things stand.
Who we help
First-time business buyers and franchisees
Established owners selling or exiting
Shareholders buying out co-owners
Overseas investors acquiring NZ businesses (including OIO consents where required)
What's included
Sale and purchase agreement drafting, review and negotiation
Due diligence — financials, key contracts, leases, IP, employment and regulatory
Asset vs share sale structuring, including GST and tax-treatment input
Restraints of trade, warranties, indemnities and earn-outs
How it works
1. Share the details
Tell us about the business, the proposed deal and your timeline. We confirm scope, likely costs and the right structure (asset or share sale).
2. Due diligence and drafting
We work through the business records, flag key risks and price-relevant findings, then draft or negotiate the SPA to fit the deal.
3. Negotiate and finalise
We work through conditions, warranties, restraints and settlement mechanics. You get plain-English guidance at every turn so the trade-offs are clear.
4. Settlement and handover
We manage settlement funds, Companies Office filings, lease assignments and employee transfers. You walk away with the deal closed and the file tidy.
Frequently Asked Questions
Q: Should I buy the assets or the shares of a business?
A: It depends on the risks, tax position and what you actually want to acquire. An asset sale lets the buyer pick up specific assets and (usually) leave historic liabilities behind. A share sale transfers the whole company — contracts, history and all — and is often simpler for the seller. We work through the trade-offs with your accountant.
Q: What does due diligence usually involve?
A: A close look at the business before you commit — financial records, key contracts, leases, IP, employment arrangements, regulatory consents and any litigation. We tailor the scope to the deal size and risk profile, then turn findings into pricing or warranty positions.
Q: How long does a business sale take?
A: Most straightforward deals run six to twelve weeks from agreed terms to settlement. Larger or regulated transactions — those needing OIO consent, Commerce Commission clearance or third-party approvals — take longer. We confirm a realistic timeline at the outset.
Q: Do overseas buyers need OIO consent?
A: They may. Overseas Investment Office consent is required where the buyer is an overseas person and the target involves sensitive land, fishing quota or significant business assets above the relevant thresholds. We assess this early so the timing and cost are factored in.
Q: What protections should a seller insist on?
A: Sensible warranty caps and time limits, a tightly defined disclosure regime, restrictions on the buyer's ability to claim, and clear earn-out and deferred-payment terms if the price is staged. Good drafting protects you long after settlement.
We also assist with Business Restructuring.
Ready to buy or sell a business? Share the details and your timeline — we'll confirm next steps and indicative costs.
The Team
sale and purchase of a business
David Greenslade
Partner
David leads the firm’s business and commercial teams. He has worked on major commercial transactions in New Zealand, the United Kingdom and the Middle East. David’s clients value his creative approach to problem solving.
More about David Greenslade
Tim Power
Consultant
Tim is the firm's public law lead, having lead 2 government legal teams and, more recently, advised a range of government departments, Crown entities, local authorities and private sector clients that interact with government.
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Tim O’Regan
Senior Associate
Tim is a Senior Associate in our Commercial Team with experience across corporate lending, banking and commercial law, with a particular focus on structured finance and infrastructure. He supports clients on M&A transactions, corporate documentation, and construction contracts, providing practical, tailored advice and strong relationship management.
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Sana Kamal
Solicitor
Sana is a Solicitor in our Commercial Team, having previously served in the firm as a Legal Secretary in our Trusts, Estates and Life Planning Team. Sana has a particular interest in commercial contracts, governance and refinancing matters.
More about Sana Kamal