Beswick and Wine: Buying and Selling of Private Companies and Businesses [Paperback]

8th edition:

A PRACTITIONER'S STEP-BY-STEP GUIDE TO THE LEGAL AND TAXATION ASPECTS OF BUYING AND SELLING BUSINESSES OR SHARES IN PRIVATE COMPANIES - WITH ACCOMPANYING CD ROM

An appreciation by Phillip Taylor MBE and Elizabeth Taylor of Richmond Green Chambers

If you're buying or selling a business, or shares in a private company, or if you're a practitioner with clients involved in these activities, this book provides an excellent guide to the processes and procedures, from due diligence to the completed share purchase, or business transfer agreement.

The guide is structured to reflect these processes in practice, and aptly summarises the legal, commercial and taxation aspects and implications.

Note that the guide is equally useful for both buyers and sellers -- and now that the provisions of the Companies Act 2006 are now fully in force, you do need this eighth edition to make sure you're completely familiar with current developments, including, of course, changes in the law that have transpired since the previous edition of 2008.

Also note, as mentioned by the author, Susan Singleton that most acquisitions in the UK are not of public companies, but of private ones - and therefore it's the private sales market that is the focus of this book.

Logically structured for ease of use, the book is divided into six parts, with Parts I and II examining the sale/purchase process from, respectively, the seller's perspective and the buyer's perspective.

To a large extent, Part I focuses on the issues of marketability, including preparing for the sale, marketing to prospective purchasers and the negotiation process itself. Subsequent sections deal in turn with the acquisition agreement, post-completion issues and special situations, namely buy-outs and technology businesses. Part VI presents thirteen useful precedents which of course must be modified to individual situations and circumstances.

This latest edition certainly contains a wealth of new material, including the Consumer Protection from Unfair Trading Regulations 2008 and Finance Bill 2011, (together with relevant legislation)... and much more besides.

For your further research, there are extensive tables of statutes, statutory instruments and cases - and there's also a table of EC material. The precisely detailed table of contents and the handy index at the back, not to mention the accompanying CD ROM, make this an especially convenient guide to use.

All of which means that this new eighth edition of Beswick and Wine functions as your ideal adviser and research source in print! Singleton, an acknowledged expert in this field, has placed her accumulated expertise in this specialized area of law at your disposal, which makes this a particularly useful volume, especially if you are a solicitor, accountant, corporate financier, or possibly a law student or academic. The law is stated as at May 2011.

7th edition:

IS A CLASSIC VINTAGE NOW!

An appreciation by Phillip Taylor MBE and Elizabeth Taylor of Richmond Green Chambers

Susan Singleton provides an excellent summary of the legal and taxation aspects of buying and selling a business or shares in a private company- it is invaluable as a practical guide.

The seventh edition of this most well respected book continues to provide a sensible and structured step by step guide to the sale and purchasing process and the key commercial, tax and legal issues arising from company and business sales.

This essential manual has been designed to reflect the buying and selling process in practice and it addresses fundamental issues from the perspectives of both the seller and the purchaser.

"Beswick & Wine" is written for practitioners actively engaged in private company merger and acquisition transactions and remains vital reading for all solicitors, accountants and corporate financiers. There are six parts covering the seller and buyers perspectives, the acquisition agreement, post-completion and special situations which can arise like buy-outs, and finally 13 precedents which make up a quarter of the book and they provide excellent, carefully drafted detail for all concerned.

CHANGES SINCE 2001

This updated edition takes account of various changes to the law and applicable regulations since the publication of the last edition in 2001, and includes:

* Companies Act 2006 and its implementation from 2007 to date

* Financial Services and Markets Act 2000, which has come fully into force since the sixth edition was prepared

* Enterprise Act 2002

* Pensions Act 2004

* Transfer of Undertakings (Protection of Employment) Regulations 2006 (TUPE)

* Other recent legislation where relevant, such as Consumer Protection from Unfair Trading Regulations 2008

From due diligence through to completion of the share purchase or business transfer agreement, Susan Singleton gives us what we expect: clear, expert advice which is a hallmark of Tottel's publications. Issues of particular significance to the sale and purchase process are not addressed as separate topics in the conventional manner but in the context in which they would usually appear in the transaction.

Singleton's describes the companies expressed to be bought or sold as (i) unquoted, (ii) limited by shares and incorporated under the Companies Acts, and private companies. She does add this comment that although some acquisitions are of public companies, when she worked at Slaughter & May, "that would frequently be the case" she concludes that "most acquisitions in the UK are not of public companies" and her practice since then has largely been concerning private sales so this is the market addressed by the book.

Singleton succeeds admirably with her task and brings that special editorial expertise which makes her a great and worthy successor to Humphrey Wine and Simon Beswick.