Sale Purchase Agreements

It is also important to keep a record of the property you are selling for tax and accounting purposes. The sale of real estate can affect your tax return. The Internal Revenue Service (IRS) requires you to report all the different revenues, including revenues from the exchange and exchange of goods. A tax lawyer or accountant can provide you with more information about the impact that the sale of real estate can have on your tax return. The buyer will want to prevent the seller from creating a new competitive activity affecting the value of the business for sale. The sales contract therefore contains restrictive agreements that prevent the seller (for a fixed period and in certain geographical regions) from recruiting existing customers, suppliers or employees and, in general, from competing with the company for sale. These restrictive agreements must be reasonable in terms of geography, scope and duration. Otherwise, they may infringe competition law. The mechanism of closing accounts (if properly constructed) makes it possible to adjust the purchase price on the date of completion, taking into account commercial developments and also as a result of a deliberate value gain by the seller.

We advise you in your negotiations on the accounting aspects of the SPA. Such advice would include comments on the price mechanism, relevant insurance and guarantees (if any), all other accounting clauses of the PPS and all dispute settlement mechanisms related to the adjustment of purchase prices (including, where appropriate, the consideration of tax elements). A sales contract is sometimes signed, providing for the conclusion of certain steps such as obtaining authorizations, assigning contracts or carrying out certain operations by the seller in advance (the sale of land or the corresponding legalization in the corresponding register). The last expected phase of an M&A process is called a sales contract or SPA. According to the whole due diligence procedure and if a buyer has analyzed the actual state of the company for sale, it is finally time to establish the agreement and the selling price of the company. . . .