Structuring Gifts and Sales of Business Interests
Texas Business Law Attorneys for Sales of Business Interests
Business opportunities can pop up anytime and in the most unexpected ways. The chance to merge with another company, perhaps acquire a competitor, may come out of nowhere. As could a serious offer from serious people to buy your business. None of these are decisions to be made on the spur of the moment. Impulse buying belongs in the checkout line at the grocery store, not with anything connected to your company.
It’s not just about the details of a merger, a sale, or an acquisition – it’s about sound business sense, emotions, diligence, negotiation, preparation, communication, and planning. The Hopkins Centrich team specializes in assisting clients with the acquisition or divestiture of small to medium-sized businesses in Texas. From corporations, limited liability companies, and partnerships to sole proprietorships, we have helped generations of Texas business owners through acquisition or sale.
Over the years we have been the law firm for a variety of privately-owned companies from tech to software developers, healthcare providers, architectural firms, real estate developers, retailers, restaurants, breweries, CPA firms, and others.
Business Law and Sales of Business Interests
Regardless of the type of transaction, due diligence is critical. At least 11 distinct steps should be followed before finalizing a business purchase. A thorough examination of the seller's financial records is a vital step, and several examples of records to review include:
- Existing Contracts
- Licenses, Permits, and Registrations
- Legal Authority Documentation
- Financial Records
- Software Documentation
- Insurance Policies
- Leases for Property and Equipment
- Tax Returns
- Consultant and Contractor Agreements
- Employee Files
- Supplier Lists
Initiating, negotiating, compiling due diligence, structuring, and closing a business deal requires a deep understanding of laws and regulations along with sharp, smart, creative business acumen.
Key Factors to Keep in Mind
Selling your interests in a business requires flawless execution. It requires research, diligence, negotiation, patience, doggedness, a deep understanding of business law, and experience. The Hopkins Centrich team routinely advises business owners on identifying and addressing the initial key factors that influence the business purchase or sale process. Some of these factors include:
- Inclusion of real estate in the transaction
- Franchise-related considerations
- Deciding whether to sell the entire business or only its assets
- Establishing the type of business entity
- Contingency clauses
- Necessary changes to governing documents
- Protecting confidentiality
- Regulatory or legal concerns
- Sale price and incidental costs
Then we turn our attention to the issues that must be addressed and/or disclosed before a deal can be completed:
- Valuations
- Debts
- Pending litigation
- Worker’s Compensation claims
- Employee contracts
- Due Diligence
- Licensing
- Project liability
- Compensation
- Management
- Type of entity
These are just a few of the many things to be discovered, discussed, divulged, negotiated, and agreed to.
About Due Diligence - A Vital Step
A crucial aspect of any business transaction is due diligence. Similar to a house or car purchase, due diligence involves inspection – a thorough examination analogous to kicking the tires.
The parties must examine the financials, operations, records, and more of a business to properly assess potential risks. Hopkins Centrich will assist you in obtaining and organizing all the documentation necessary for you to make the most informed decision possible.
Our Houston business law attorneys are experienced in handling various aspects of due diligence, including:
- Reviewing and advising on due diligence documents.
- Drafting letters of intent and information requests.
- Assessing legal and business risks associated with the transaction.
- Facilitating diligence processes such as facility inspections, licensing, and regulatory checks, tax return audits, and vendor list vetting.
To accomplish all of this, it's essential to ask the right questions, thoroughly examine and analyze the pertinent documents, and conduct meetings with accountants, investment advisors, and other lawyers. Smooth execution, minimal stress, and adherence to the client's desired timeframe require a combination of legal knowledge, experience, and a business perspective.
Hopkins Centrich has the knowledge, experience, and business acumen to get it done. Moreover, and just as importantly, we are business owners, we get it. We understand the connection you have with your business and all it entails. We understand that even though the new deal is exciting, it’s still hard. We will make it easier.
Relationships Built On Trust
See the Difference Our Team Makes for Business Owners Like You
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“Wonderful company to work with as this was our experience with their representation. They were able to get everything resolved in a timely manner.”- Former Client
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“Sharp and trustworthy. Kirby Hopkins is someone I’d take a bullet for knowing that he’s the one I’d trust most to bring the assailant to justice.”- Greg N.
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“Professional, knowledgeable, and easy to work with. Communication was clear and consistent, and they made me feel supported at every step.”- Michael D.
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“They helped us tremendously in a couple of issues. They have really been attentive with us and supportive. We are extremely happy with their work and the results.”- Ale P.
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“Hopkins Centrich provided prompt, tailored advice and insightfully explained convoluted terminology in clear terms that safeguarded my interests amid intricate business disputes.”- Sheila N.
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“The attorneys at Hopkins Centrich provided dedicated guidance and meticulous attention to detail. They incorporated clauses aligned to my specific business needs.”- Valentino M.
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“Joe's personable approach made us confident in his abilities. His intelligence is evident in the way he handles complex legal issues, always thinking steps ahead.”- Former Client
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“I have known Kirby Hopkins for 30+ years and I trust him with my life. He is honest, ethical, and always a trusted advisor to ensure his clients are well represented!”- Anu P.
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“Stephen and his team got us the justice we deserved, and we couldn't be happier. We really appreciate all their hard work, and could not have done it without them!”- Logan B.
Thoughtful Strategy. Exceptional Results.
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AV Preeminent® Peer-Rated Attorneys
The AV Preeminent® rating from Martindale-Hubbell is the highest peer recognition in the legal profession — awarded only to attorneys whom fellow lawyers rank at the top for legal ability and ethical standards. It is a verdict from the legal community itself.
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Big-Firm Backgrounds, Boutique Attention
Our attorneys trained and practiced at major firms before building something better. That means federal court experience, high-stakes commercial disputes, and UT Law credentials — delivered without the overhead, billing inefficiencies, or revolving associates who don't know your file.
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From Startup to Sale — and Every Dispute in Between
We have helped clients choose the right entity structure on day one and negotiate their exit decades later. Most firms are good at one phase of business life. We are built to be the firm you keep for all of them — already knowing your history when the next issue arrives.
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NIL Counsel for Texas Athletes
Hopkins Centrich offers dedicated name, image, and likeness legal services to athletes navigating endorsement deals, licensing agreements, and brand partnerships. In a state with the college athletic footprint of Texas, it's counsel very few firms are positioned to provide well.
We Understand What's at Stake — Legally and Personally
The transfer of business interests — whether by gift, sale, or a combination of both — requires attorneys who think simultaneously about business law, tax strategy, estate planning, and family dynamics. Hopkins Centrich has guided generations of Texas business owners through these transactions. We know the questions to ask, the structures that minimize tax exposure, and the provisions that prevent disputes after the transfer is complete. Most importantly, we understand that these transactions are rarely just legal — they are deeply personal, and we treat them accordingly.
Call (254) 249-5436 or contact us online.
