Buyer guides / Seller guides

Exit Planning Legal Counsel for Business Owners

Prepare the ownership records, approvals and legal documents for your next ownership transition. Identify the issues to resolve before you commit to sale terms.

By , Managing Partner · Updated September 16, 2026

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A legal readiness checklist before approaching a buyer

Pre-sale legal preparation
WorkstreamPrepareDecision for review
Ownership and authorityEntity chart, governing documents, capitalization record and owner agreementsWho must approve a sale, and are transfers or third-party rights restricted?
Contracts and assetsMaterial contracts, leases, IP ownership records and debt documentsWhich assignments, change-of-control consents or releases might be needed?
DisclosureKnown disputes, compliance concerns and material exceptionsWhat should be investigated, resolved or disclosed in transaction documents?
Seller economicsDesired cash, proposed note, earnout or rollover and continuing roleWhat risks, payment conditions and ownership rights can the seller accept?
Readiness and timingTarget timetable and advisers already involvedWhat legal work must precede buyer discussions, the LOI and closing?

Compare the legal work behind the exit options

Third-party sale

Prepare for the LOI, buyer diligence, purchase agreement, disclosure schedules and closing. If a buyer or draft is already in place, see sell-side M&A counsel.

Management buyout or family transition

Identify the intended owners, financing, approvals and the departing owner's continuing rights. Coordinate estate and tax questions with the responsible specialists. See the succession-planning guide.

Employee ownership

An ESOP transaction involves additional fiduciary, valuation, financing and benefit-plan work. Define specialist roles before choosing this path. Start with the ESOP attorney guide.

Partial sale or private-equity transaction

Evaluate cash proceeds alongside rollover, governance, employment, future dilution and exit rights. Use the seller-rollover decision worksheet.

Public-market transaction

Public-market readiness involves a different process and continuing obligations. See going-public services for the M&A work and coordination with securities counsel.

Define the legal deliverables at the start

  1. Readiness issues list: the records reviewed, unresolved questions and decisions requiring other advisers.
  2. Authority and consent plan: approvals and transfer questions to resolve before committing to terms.
  3. Document workplan: the governance, confidentiality, LOI and sale documents within the accepted scope.
  4. Continuing-obligations plan: proposed payment, disclosure, indemnification and transition issues for negotiation.

The engagement defines which deliverables apply and who owns the next step. Timing depends on the actual records, proposed route and outstanding issues, rather than a universal planning window.

Prepare for the terms that affect what you retain

Compare earnouts and seller notes, review indemnification caps and baskets, and find your industry's questions in the seller guide collection.

Acquisition Stars serves owners nationwide from its Novi, Michigan office. Alex Lubyansky leads every engagement, reviews every document, and leads negotiation and closing, with an associate supporting the work. Share your ownership structure, likely exit route, stage of discussions and next deadline for an engagement assessment.

Questions before the next step

Can we start before a buyer is identified?

Yes, subject to an accepted engagement. Initial work can identify ownership, consent and documentation issues that affect a later transaction.

Do you provide a valuation or tax-savings projection?

Those conclusions should be assigned to the appropriate financial and tax advisers. The legal engagement can coordinate their input with ownership and transaction documents.

Is the service limited to Michigan?

No. Acquisition Stars serves business owners nationwide from its Novi, Michigan office.

Request Engagement Assessment

Tell us the transaction, your role, the current documents and the next deadline.

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