Business Purchase & Sale Attorneys
Protecting buyers and sellers in business acquisitions, asset purchases, stock purchases, and ownership transfers throughout New York.
- Asset Purchase Agreements
- Stock Purchase Agreements
- Liquor Store & Restaurant Transactions
- NYC & Long Island Representation
Most deal failures trace back to issues that diligence would have caught.
Before signing a letter of intent, understand what you are actually buying — or selling. We surface the risks that quietly destroy value:
- Hidden liabilities and successor exposure
- Sales, payroll, and transfer tax exposure
- Lease assignment and landlord consent issues
- Liquor, cannabis, and regulatory licensing problems
- Open regulatory violations or pending charges
- Pending or threatened litigation
- Undisclosed debts, judgments, and liens
- Employee, vendor, and contract change-of-control
Deal experience across hospitality, retail, and regulated businesses.
Full-service buyer representation from LOI through closing and post-closing integration.
Asset purchase agreements that allocate liabilities, taxes, and risk on terms you can live with.
Stock and membership-interest acquisitions where a license, lease, or contract cannot be assigned.
Restaurant and bar sales coordinated with SLA timing, lease assignment, and staff transition.
Package store sales structured around SLA approval, temporary permits, and inventory transfer.
LLC membership-interest transfers, operating agreement amendments, and capital account updates.
Buyout of departing owners, redemption agreements, and continuity for the remaining principals.
Pre-sale clean-up, holding company formation, and entity conversions to prepare for a transaction.
A clear path from LOI to closing.
Negotiate price, structure, exclusivity, and key terms before legal fees ramp up on either side.
Corporate, tax, lease, licensing, employment, and litigation diligence — with a tailored checklist.
Purchase agreement, disclosure schedules, and ancillary documents tuned to your risk tolerance.
Coordinate license transfers, lease assignments, escrow, and funds flow for a clean closing day.
Buyer & Seller Representation
We represent buyers and sellers across NYC and Long Island — separately, never on both sides of the same deal.
- Due diligence review and checklist
- Letter of intent and purchase agreement review
- Lease assignment and landlord consent
- Liquor and regulatory license review
- Closing checklist and bill of sale
- Post-closing transition support
- Letter of intent review and structure
- Asset or stock purchase agreement drafting
- Seller disclosures and indemnity scope
- Lease assignment and license transfer
- Closing documents and escrow
- Ownership transfer and corporate dissolution
Frequently asked questions
Most New York business buyers prefer an asset purchase because it limits exposure to the seller's unknown liabilities. Stock and membership-interest purchases can make sense when a license, lease, or contract is not assignable. We analyze the tradeoffs for your specific deal.
Liquor licenses themselves do not transfer, but the SLA permits a new license to be issued to a buyer along with a temporary retail permit so business can continue. Structuring the deal — and the closing — around SLA timelines is critical.
At a minimum: corporate, tax, lease, licensing, employment, litigation, and financial diligence. For restaurants and liquor stores we add SLA, DOH, and DOB diligence. We provide a tailored checklist and coordinate the review.
Yes. Even small transactions involve a purchase agreement, lease assignment, license transfer, and closing documents. Errors in any of these can leave the buyer holding the seller's debts or the seller exposed after closing.
We represent buyers or sellers — not both in the same transaction. Conflict-of-interest rules require separate counsel. Many of our clients use us as their go-to deal counsel across multiple acquisitions and sales.
Buying or Selling a Business?
Speak with an attorney before signing a letter of intent or purchase agreement.