Company Acquisition Calculator

In accordance with our ethos of clarity of fees and to meet our client's expectations that fees should be commoditised insofar as possible, we have produced a unique calculator for working out the approximate legal fees and stamp duty payable for the acquisition of the entire share capital of a private limited company in England and Wales for money only consideration.

Company acquisitions are by their nature complex. Almost inevitably there will be a considerable amount of due diligence to be undertaken in investigating the company's financial position and its assets and liabilities, plant, machinery and equipment, issues relating to contract claims, employees etc. An accountant will be required and possibly other experts such as a surveyor. Click here for further information on the broad aspects of a company purchase.

As each transaction differs, so too will the amount of work required to acquire a company. Nevertheless the calculator is intended to give a broad indication of the amount of our likely legal fees based on our experience. We have included fees for a number of common variables but there may well be others, for example, intellectual property issues (patents, copyright and the like), contracts for plant and machinery, licensing, pensions, disputes and matters such as payment of the price by consideration other than money e.g. by offering shares in the acquiring company or loan notes.

The use of the calculator is subject to the important note below.

To use the calculator please enter the information requested and click on get quote.

1.
Purchase price of the company/shares
2.
The aggregate amount of external funding/borrowing if any
3.
Number of commercial premises owned/ occupied by the target company
4.
Number of employees of target company
5.
Is the target company to be acquired as part of a joint venture with others?
6. Stamp Duty
 
In straightforward cases Stamp Duty is based on 0.5% of the price of the shares rounded up to the nearest 5 pounds.
7. Our fees for the main transaction
 
 
8. Our fees for secured lending
 
If it is necessary to borrow to fund the purchase the lender will almost always be represented by  separate solicitors and this is the approximate fee for satisfying their/the lender's requirements.
9. Our fees for commercial property due diligence
 
Any premises owned or leased by the target company will be acquired automatically with the shares but it is necessary to investigate title and carry out searches and enquiries in a similar fashion as if any property was being acquired separately. The fee does not include any disbursements such as search fees.
10. Our fees for employee due diligence
 
It is necessary to check the contracts of employees, particularly the key ones and to look for possible liabilities. Advice may also be required on issues such as potential redundancy/transfer of employees.
11. Our fees for a joint venture / shareholders' agreement
 
If the shares are being acquired together with another person or company it is usual to have a joint venture/ shareholders' agreement and this represents a typical cost.
12. VAT on fees
 
 
13. TOTAL COSTS (subject to the Important Note below)
 
An indication of the total amount of legal costs and stamp duty you will have to pay for the company subject to the important note below and comments on individual items<br>·This does not include disbursements (any) other than stamp duty nor non-legal costs such as the fees of accountants and other experts.
     

If you are interested in using our services we will need further details from you. Our contact details are shown at the top of this page. Alternatively please fill out and submit the Company Acquisition Enquiry Form.

IMPORTANT NOTE

  • This calculation is not a quotation and is an indication of the likely fees for the acquisition of the entire issued share capital of a private limited company in England and Wales.
  • The costs for the main transaction include dealing with the following matters:
    • Providing advice relating to the type of acquisition (e.g. asset or share purchase)
    • Amending, negotiating and completing a confidentiality agreement
    • Drafting, amending and agreeing a letter of intent between the parties
    • Agreeing a timetable for action
    • Carrying out due diligence on the target company (not including the fees for the various searches)
    • Drafting and negotiating the share sale and purchase agreement, including detailed warranties
    • Reporting to the client
    • Amending and negotiating the disclosure letter
    • Attending various meetings with the client, seller and seller's professional representatives
    • Drafting completion documents, including stock transfer forms, minutes and resolutions
    • Arranging to have stock transfer forms stamped
  • The circumstances of each transaction are different and there are a number of variables which will affect the level of fees such as the number and nature of the target company's property holdings, the nature of the business of the company, and the existence of any disputes. As you would expect from this type of work we would normally wish to meet the client to enable us to obtain full details of the proposed transaction and for the client to asses our suitability. We are happy to provide a written estimate which would be subject to our standard terms and conditions.
  • It is essential that advice on tax issues be obtained. This may be provided by the accountant or by us and if tax advice is provided by us an estimate will be provided and will be charged for separately.
  • Fees are exclusive of VAT and disbursements.