The questions buyers and sellers should resolve before signing a letter of intent
This practice guide explains Craig A. Fine’s work involving business purchases and sales in plain language. It identifies the records, decisions and timing issues that commonly shape a consultation without making promises about any individual result.

What This Practice Guide Covers
Craig A. Fine is the founder and managing attorney of The Law Office of Craig A. Fine, P.C. He has practiced since 2007 and is licensed in New York, New Jersey and Florida. His primary professional identity remains the official Craig A. Fine biography; this page adds focused context for readers researching Craig A. Fine business purchase and sale attorney.
Asset-Sale And Equity-Sale Structures
A business acquisition requires the buyer and seller to define exactly what transfers, what remains behind and who bears identified risks. Diligence should test financial statements, contracts, employees, leases, assets, liabilities and required consents before closing obligations become fixed.
Financial, Contractual, Employment, Lease, And Regulatory Due Diligence
A lease governs an ongoing relationship, so operational details matter as much as the rent. Use, access, repairs, insurance, notices, renewal, assignment, default and surrender terms should reflect the property and the parties’ real expectations.
Representations, Indemnity, Transition, And Closing Mechanics
Turn unresolved diligence items into a closing checklist: the missing document, the responsible party, the proposed treatment and the evidence needed to close the item. Separate statements about the business from promises to complete future work. Ask advisers how transition support, retained liabilities and any claim procedure fit the actual transaction documents.
The best first step is to assemble the controlling agreements, notices, correspondence, ownership records, financial documents and relevant deadlines. The firm can then determine whether the matter fits its practice areas and whether representation is available.
How to Prepare for a Focused Conversation
Write a short timeline, identify every person or organization involved, and gather the documents that created or changed the relationship. Note any court date, contract deadline, closing target, renewal date or notice period. A concise, complete starting file helps an attorney distinguish confirmed facts from assumptions and identify what must be investigated next.
Do not alter original records. Preserve complete email and message threads, attachments, photographs, account statements, drafts and signed versions. For property matters, include the address and ownership information. For business matters, include formation and governing documents. For estate matters, include existing planning instruments and a current asset list.
Related Craig A. Fine Profiles
- Business Contracts
- Business Disputes
- Who Is Attorney Craig Albert Fine? Business Purchases and Sales
Craig A. Fine: AMS author profile and published articles
Frequently Asked Questions
Why distinguish an asset purchase from an ownership-interest purchase?
The transaction structure affects what is being transferred and which documents need review. Identify the assets or interests included, excluded items, proposed liabilities and required consents. Ask legal and tax advisers to evaluate the chosen structure rather than assuming the two approaches are equivalent.
Which contracts deserve early attention in an acquisition?
Identify agreements central to revenue or operations, including premises, key customers, suppliers, software and financing. Gather amendments and change-of-control or transfer language. Determine what consents may be needed before treating those relationships as available to the buyer.
How should the closing handover be documented?
Create a deliverables list covering signatures, consents, payments, account access, operational records and any transition obligations. Assign responsibility and retain evidence of delivery. Track post-closing items separately so they do not disappear once the purchase funds are exchanged.

This material provides general information and is not legal advice. Reading it, following a link, or contacting the firm does not create an attorney-client relationship. Prior results do not guarantee a similar outcome. Attorney Advertising.
About the Firm
The Law Office of Craig A. Fine, P.C. provides legal services involving residential and commercial real estate, business law, landlord-tenant matters, commercial litigation, wills, trusts and estate planning. The firm is based at 159 New Dorp Plaza, Staten Island, New York 10306. Readers may review the firm’s practice areas or request a consultation.
About Craig A. Fine, Esq.
Craig A. Fine, Esq. is the founder and managing attorney of The Law Office of Craig A. Fine, P.C. He has practiced law since 2007 and is licensed in New York, New Jersey and Florida. He is also the author of The Fine Line Blog, where he publishes practical commentary about real estate, business law and estate planning.
Connect with Craig A. Fine: LinkedIn · Facebook · X · The Fine Line Blog · Professional profile
Craig A. Fine: Business Purchases And Sales
This subprofile focuses on Business Purchases And Sales. For firm information and related legal services, visit The Law Office of Craig A. Fine, P.C. and the Craig A. Fine, Esq. professional profile.
Related material: The Fine Line Blog, the Craig A. Fine legal archive, LinkedIn, Facebook, and X.