Sell a company - advertisement

 

1. UNUSUAL SUBJECT OF THE TRANSACTION

Have you ever sold anything? Something small? Maybe books on your shelves, a dress that is too small, a rocking horse, or an unused bike to a friend who needed it? Or maybe they were sweet cherries straight from your garden? Regardless of whether the buyer comes to the shop or to your stall for fragrant strawberries and apples, or comes directly to your house to pick up a scooter that you have put up for sale, the risk associated with selling is not as great as when buying or selling a company. I will buy a company, I will sell a company – such ads can be found more and more often on the internet. Today, a few words about selling and buying a company because such a “commodity” can be bought or sold.

 

1.1. REASONS FOR DECIDING TO SELL

Who are the people who post an ad saying they want to sell or buy a company? You are probably wondering who sells a company and why? Well, there can be many reasons and they do not have to be desperate. From creditors on their minds, bailiffs who keep knocking on the company's door, to various random events such as loss of health, complicated family relationships, an excess of responsibilities, lack of heirs and many other reasons, can force or cause the owner to want to sell his company.

As mentioned above, someone who decides to sell a company may be in serious trouble or a desperate situation, overwhelmed by responsibilities or have other, more important sources of income and is looking for a buyer for their business. After all, they want someone to continue their business. He simply doesn't want to liquidate the business, especially when the business is doing well and the seller intends to invest in other sources that may be closer to his heart.

 

1.2. PEOPLE INTERESTED IN BUYING AND SELLING A COMPANY

Whether the sale is based on purely business reasons or other reasons is decided by the interested parties themselves. On one side, there is the seller who places an advertisement to sell a company, and on the other side, there is the buyer who wants to buy a company. Our so-called John Smith. Mr. John Smith can be a really honest businessman who has a certain amount of money and is simply looking for an opportunity to invest and multiply his capital. He can afford it, he has a deep pocket, imagination and ideas for the realization of big business and economic plans.

Apart from him, there are also expert entities on the market that deal with professional sale and purchase of companies, which is their source of income. Are the intentions of the buyer and seller the same? Nobody knows until such a company is sold or bought. Therefore, regardless of whether it is an individual buyer or a capital group, the intentions of the buyer and seller remain their exclusive secret.

 

1.3. SELL A COMPANY “FOR ONE ZLOTY”

It should be mentioned here that a business entity sold, for example, “for a symbolic amount”, can easily save a debtor from great trouble. It can be sold to his creditors and take the weight off the back of the unfortunate person for whom the business is a millstone around his neck. However, it remains questionable whether the new buyer intends to pay off the predecessor's debts. After all, the new buyer wants to earn a lot of money. Business is not about making an extra effort, but about achieving measurable benefits from investments. However, in this article, we will limit ourselves to this brief information. We will not look for the motivation of the buyer or seller.

 

2. ADVANTAGES OF BUYING A READY-MADE BUSINESS

We will now talk about the advantages of buying a ready-made business, company or other business entity. The announcement “I will sell or buy a company” sounds very interesting. Let's assume that a prosperous company is for sale. With sufficient assets, a brand that has been developed over the years, a team of employees, all administrative and accounting facilities, maybe even a staff canteen or a hotel, etc. So what will be important for the future buyer who decides to purchase such an entity? There will be a lot of factors that will outweigh the purchase. We will mention a few of them here.

 

2.1. STARTING THE BUSINESS IMMEDIATELY

One of the first arguments will be the immediate start of the business, almost from one day to the next. After fulfilling a few obligations, the new owner can start running their dream business without delay. They do not waste time on completing, for example, a machine park, creating production lines or accumulating assets in the form of a transport fleet if the company deals with transportation or building a chain of stores if it deals with sales or providing services in numerous service points. He is also not forced to conduct long and sometimes costly recruitment processes to find qualified employees. In a way, his future crew is already working or ready to take action for the new owner. The administration department, accounting, human resources, salespeople and brand representatives, professional customer service, branches scattered throughout the country, and maybe even abroad, all work perfectly to maintain the highest level of service. This is one of the reasons why it is worth considering the option of buying a ready-made company.

 

2.2. SELL YOUR COMPANY WITHOUT UNNECESSARY FORMALITIES

Another factor in favor of buying is the minimum of formalities with the administrative authorities. Often, one visit to the notary (not necessarily even in person, as you can submit notarized signatures) is enough to enjoy your new acquisition. No formalities for setting up a company or business, because a ready-made business entity already has a REGON (statistical number), NIP (tax number), entry in the National Court Register, entry in CEIDG (Central Registration and Information on Business), VAT registration, all permits, required licenses, property rights, contracts between counterparties, specific sales markets, etc.

However, it may happen that the new buyer wants to transform the company by, for example, expanding or specializing it. They will only do this in one area of activity, adapting it to their own business needs or combining it with a previous activity. They have the right to do so as the new owner, however, such procedures will already require time for formalities before the state administration bodies. Nevertheless, all this favors easier and faster operation for those who know how to steer such a ship towards adventure.

 

2.3. PURCHASE MOTIVES

We have already mentioned that one of the reasons may be the company's brand. It opens the door to further actions taken by the buyer. This is one of the basic values of what is bought by the new owner. Other reasons may be the possibility of participating in tenders, applying for subsidies, applying for funding from structural funds, concluding new contracts or special agreements. A well-established position on the stock exchange and trading in securities, shares or stocks is also made easier. The possibilities are really endless and are limited only by the human imagination, although mischievous people will say that the wallet is also limited.

 

2.4. BUYING A COMPANY IS A READY-MADE BUSINESS IDEA

Every idea is born out of a need that someone recognizes, then analyzes, creates a plan, collects funds to ultimately deliver the expected product or service. It happens that a potential buyer may not know that a particular thing is needed or essential until he discovers its existence! This is the intention of salespeople, who use a whole range of commercial skills in their activities. They are based on psychophysical research of their customers, causing their desired behavior. We will now focus on ideas.

The Internet offers endless possibilities when it comes to business ideas. Many portals bring together entities dealing with franchises, for example. They encourage people to invest large amounts of money and suggest ready-made business ideas. Certainly, many of these ideas are a good way to start a business that is “not necessarily your own” (because in reality, you work for someone else), but we will focus on buying a business that will become yours alone.

 

3. SELLING A SOLE TRADER BUSINESS

 

3.1. REQUIRED SALE AND PURCHASE AGREEMENT

A sole trader business is a business that is owned and run by a natural person. The administrative bodies carry out a series of activities at the request of the sole trader using their personal details (name and surname) to enable the business to start trading. So, is it possible to sell a sole trader business? The sale of all assets and the established business network is possible, but the new owner will have to register the business in his or her name. In the case of a sale and purchase, a contract between the parties is necessary. The regulations that govern this process are contained in the Civil Code. It requires a written contract with notarized signatures of both parties. However, when the entire company is sold, including its real estate, a notarial deed is required.

 

3.2. BEHAVIOR OF NAMES USED WHEN BUYING A COMPANY

I am selling a company and I am buying a company together with its name. It seems obvious and understandable to the buyer, but can you sell or buy the names used by the company? It turns out that you can. Those entered in the CEIDG (and also others, e.g. the name of the website or service you own, etc.). In this case, the buyer can use one of these terms by entering it in the CEIDG register when setting up a business in his or her name. Example: a company called “POL-STEP Nowak” may have a new name after the sale, “POL-STEP Szmidt”. This will be a significant change for the current customers of such an entrepreneur, because the brand will be associated with the previous one while changing the owner at the same time.

 

3.3 TRANSFER OF PURCHASE RIGHTS

This is done by assignment, which applies to, among others, cooperation agreements, agreements with service providers (e.g. energy, telecommunications, insurance, etc.), and agreements with contractors concluded by the previous owner. However, not every assignment requires a visit to a notary. The one that does requires it concerns claims against which the seller has filed a lawsuit for payment against the debtor. In addition, the transfer of rights does not always require the consent of the other party unless the claims are subject to a special provision in the contract that mandates the assignment.

 

3.4. TAX LIABILITIES AND LIABILITIES TOWARDS CREDITORS

When buying a company, we can also acquire its debts, both towards creditors and the state budget. What happens when this happens?

Two people are then responsible for the company's creditors. The first is the former owner and the second is the new buyer. The new buyer should be aware of any liabilities before buying the company. In practice, this is not always possible. If, despite “due diligence”, the new owner (buyer) was not aware of the debt, he or she may be released from paying it to the creditors. The payment of the debt is then enforced against the seller, who is liable with all his or her assets. It should also be noted that the creditor can choose which of the debtors will be charged with the claim.

Categories: sell a transport company, looking for an investor, sell a cleaning company

//M.K.

 

Illustrative photo

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