Buying or selling a construction business
Legal advice on buying and selling UK construction companies from £100k to £10m: live contracts, retentions, key people and deferred consideration.
Construction and building services companies.
Deals from £100k to £10m.
I lead every deal personally, supported by my team.
- M&A and corporate transactions completed
- 300+
- average from 90+ five-star client reviews
- 5.0
- regulated through Kingsley Wood, a City of London firm
- SRA
- professional indemnity cover on every matter
- £30m
Overview
I act for buyers and sellers of UK construction and building services companies. These deals have their own risks: the business is often only as good as its live contracts and the people who run them, and liabilities from past projects can surface long after completion.
I lead every deal personally, supported by my team.
Is this the right fit?
I am likely to be a good fit if:
- You are buying or selling a UK construction or building services company.
- The purchase price is between £100k and £10m.
- The deal involves deferred payments, a retained manager or a minority stake.
What due diligence looks at
- Live contracts and work in progress, including how payments and variations are valued.
- Retentions held by clients and by the company, and defects liability periods still running.
- Bonds, parent company guarantees and collateral warranties the company has given.
- Claims, adjudications and disputes on past and current projects.
- Subcontractor arrangements and the company’s tax position under the Construction Industry Scheme, with your accountant.
- Plant and vehicles, and any finance against them.
Keeping the people who run the business
In construction the relationships with clients often sit with one or two people. Buyers often keep a key manager on with a minority stake, growth shares or a bonus tied to results, and the documents need to deal with what happens if that person leaves.
Deferred consideration and protection
Because liabilities from past projects can arise later, a large part of the price is often deferred over several years, with set-off rights for warranty and indemnity claims and specific indemnities for known disputes.
Client reviews
90+ five-star reviews, 5.0 average
Verified reviews from clients on Google and Facebook, collected independently by Trustindex.
“Outstanding legal guidance during a complex and stressful company sale.”
“Pragmatic, clear advice, and genuinely responsive to our needs.”
“Clear and helpful advice, and the deal was finished at short notice on completion day.”
Free initial consultation
Tell me about your deal
Book a free call and I will tell you what the legal work involves, what it is likely to cost and how long it should take. No questionnaires or onboarding forms.
FAQs
Common questions
- Who is responsible for defects on projects finished before I buy?
On a share purchase the company keeps its liabilities, including for past projects, so you inherit them indirectly. That is why due diligence looks at defects periods, retentions and disputes, and why the purchase agreement usually includes warranties, specific indemnities and deferred consideration with set-off rights.
- How can I keep a key manager after buying a construction company?
Common options are a minority shareholding, growth shares that only have value above today’s value, or a bonus tied to results, alongside a new service agreement. The shareholders’ agreement then deals with what happens if they leave.
Related pages
- Buying your first businessBuying a company for the first time? I guide first-time buyers through the whole deal, from heads of terms to completion, on deals from £100k to £10m.
- Buying a business to grow your ownAlready run a company and want to buy a competitor, supplier, customer base or second site? I act for owner-managers on acquisitions from £100k to £10m.
- Care homes and care businessesLegal advice on buying and selling CQC-regulated care homes, home care and supported living businesses: structure, CQC steps and due diligence.
- Manufacturing businessesLegal advice on buying and selling UK manufacturing businesses from £100k to £10m: structure, funding, due diligence and the purchase agreement.
- Buying and selling a business: FAQsFees, timescales, deal sizes, due diligence and who I act for.
Book a free call with me or my team
Leave your details and you’ll hear from me or my team within one working day, usually the same day. Or call, email or WhatsApp directly.