Business and Asset Purchase Agreement
Business and Asset Purchase Agreements for Acquiring a Business Without the Company
Buy the parts of a business you want — the assets, the contracts, the goodwill, the people — and leave behind the liabilities you do not.
- Advocates & Solicitors
- Offices in Kuala Lumpur & Johor Bahru
- Confidential, no obligation
Real lawyers, one team behind every matter
Who this is for
Sound familiar?
Buyers acquiring a business, branch or division rather than a company
Sellers disposing of part of a business while keeping the entity
Clinics, outlets and operating businesses changing hands
Groups moving a business between entities
Buyers who want the trade but not the history
What's at stake
What is really at stake
- 01An asset purchase looks simpler than buying shares.You pick what you want. What you do not take, you do not inherit.
- 02In practice it is the more intricate document.Every asset has to be identified and transferred by its own method. Every contract needs the counterparty's consent to move. Employees have their own statutory position. Licences and permits may not transfer at all.
- 03Miss one and the buyer completes without the thing that made the business worth buying — the lease on the premises, the licence to operate, the contract with the largest customer.
In plain words
Business and Asset Purchase Agreement
An agreement transferring a business as a going concern rather than the company that owns it — identifying the assets, contracts, goodwill, stock and employees transferring, allocating the consideration, dealing with third-party consents, and specifying which liabilities remain with the seller.
What good looks like
Imagine a completion where every asset is scheduled, every consent obtained, employees dealt with properly and licences addressed before the date. The buyer opens for business the next morning with everything they paid for.
What you get
What we deliver
Scope and fee are agreed in writing before any work starts, so you know exactly what you are getting.
- 01
Structuring advice comparing asset and share purchase
- 02
Full schedule of assets, contracts, licences and employees
- 03
Third-party consent identification and management
- 04
Drafted business and asset purchase agreement with consideration allocation
- 05
Employee handling, completion and transfer formalities
How we work
Clear from the first conversation
- 1
Send a short request
Tell us what the matter is about. It takes under a minute and stays confidential.
- 2
Akmal sets a time with you
We reply within 30 minutes in office hours to arrange your consultation, online or at our KL or JB office.
- 3
Advice, then a written proposal
You get a clear view of the issues and options, then a written scope and fee proposal.
- 4
Work begins on the agreed scope
Akmal leads the matter with a team of our lawyers, working to the scope you approved. You get regular updates at every key step.
Who leads your matter
Led by Akmal Saufi, supported by our team
Akmal leads your matter as Partner. Depending on the work, other lawyers in our team handle parts of it day to day, with Akmal overseeing the matter.
Akmal Saufi
Partner, Messrs Akmal Saufi & Co
- Advocate & Solicitor, Malaysia
- Over 13 years in transactional work: M&A, joint ventures, land and infrastructure
- LLB (Hons), International Islamic University Malaysia
The team behind your matter
Meet the team →Who we have acted for
Organisations we have acted for
Federal government agencies & statutory bodies
Johor state bodies & local authorities
Government-linked companies
Private sector & NGOs
Shown with permission. Government agencies, statutory bodies and government-linked companies are identified as such. Their inclusion does not imply endorsement by any government, ministry or agency.
Next step
Request a consultation with Akmal
- 1Send a short request. It takes under a minute.
- 2Akmal reviews it and arranges a time with you.
- 3You get clear advice, then a written scope and fee proposal.
We reply within 30 minutes · Mon–Fri, 8:30am–5:30pm
Your details stay confidential. Sending a request does not mean you have appointed us.
- Licensed advocates & solicitors
- Professional indemnity insured
- Offices in KL & JB
Questions
Frequently asked questions
Still unsure? Send a short request and Akmal will tell you plainly whether and how we can help.
Which is better, asset or share purchase?
What happens to the employees?
Do all the contracts transfer automatically?
How is stamp duty assessed?
What about licences and permits?
What is Legal That Works?
What if I’m not sure what legal service I need?
Who will be helping me?
Before you sign
The cost of waiting
A consent that is not obtained before completion is a consent the counterparty can price afterwards, once they know the deal has already happened.
We reply within 30 minutes · Mon–Fri, 8:30am–5:30pm
