We’ll help you draft an asset purchase agreement
You need av asset purchase agreement when you want to buy a business or parts of it in Sweden. This includes machinery, inventory, contracts, customer relationships – but not the company’s shares. With the agreement, you won’t take over the company itself, only the specific assets you choose to acquire.
This is a common way to purchase an already existing business when you want to avoid taking responsibility for previous debts or legal issues. At the same time, the seller can keep certain parts of the business if they choose, or liquidate the business entirely.
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What can be included in the asset purchase agreement?
It’s up to the buyer and the seller to jointly decide what should be included in the asset purchase agreement. Some common examples are:
- Inventory and equipment
Machinery, furniture, computers, or other items used in the business. - Stock and inventory
Products and materials held in stock at the time of sale. - Intangible assets
Assets that aren’t physical, such as trademarks, patents, or customer databases. - Contracts
If you come to an agreement, customer/client contracts and supplier agreements can also be included in the purchase. - Employees
In some cases, employees transfer with the business, but this has to be regulated in the agreement.
Everything that should be included must be listed clearly in the asset purchase agreement. This makes sure that both parties know exactly what’s included and what’s not.
What are the advantages?
When a buyer chooses buy assets instead of, for example buying shares in the company, it gives the buyer the convenience of:
- Choosing exactly which assets and parts of the business to acquire.
- Avoiding taking over old debts and contracts they don’t want.
- Taking over a business in a simpler and more controlled way.
For the seller, the advantages are that they:
- Can choose to sell parts of the business instead of the entire company.
- Free up capital from assets they no longer use.
- Have the opportunity to adapt or liquidate the business as they choose.
What we help with regarding asset purchases
Legal consultation
We help you understand what an asset purchase agreement includes, how the process works, and what you need to consider.
Drafting the transfer agreement
We’ll help you draft an agreement that’s clear, legally binding and defines all terms correctly.
Reviewing existing agreements
Already have an agreement? We review it to make sure you’re legally protected and that the agreement is correctly set up.
Get legal help today
Do you need help with any matters regarding asset purchases? You can always get in contact with our lawyers within just 24 hours when you need quick answers to your questions. Or you can email or call us if you need help from our lawyers to write an asset purchase agreement.
FAQ about asset purchase agreements
What’s the difference between an asset purchase and purchasing shares?
When buying assets, you only buy certain parts of the business, whereas when buying shares, you take over the entire company, including debts and contracts.
Does the buyer have to take over employees in an asset purchase?
No, this is up to the parties to decide. However, if employees are to be included, this has to be regulated in the asset purchase agreement.
What happens to customer and supplier contracts?
If the contracts are to be included in the asset purchase, this has to be stated in the agreement. In this case, it’s important to inform all parties that the business is changing ownership.