What happens on completion day

Acquisition timeline overview

A typical business acquisition takes 12-20 weeks from initial offer to completion for straightforward small to medium-sized businesses. Larger or more complex deals can take months or years.

Typical timeline milestones

• Weeks 1-2: Preliminary research, initial offer, negotiate exclusivity, agree Heads of Terms
• Weeks 3-4: Instruct solicitor and accountant, begin due diligence investigations
• Weeks 5-8: Complete legal, financial, and commercial due diligence, identify and resolve issues
• Weeks 9-11: Negotiate Sale and Purchase Agreement, address due diligence findings, finalise financing
• Week 12: Exchange contracts (legally binding), complete transaction, transfer ownership

Factors that extend completion timelines

• Complex corporate structures or multiple entities
• Property leases requiring landlord consent
• Key contracts requiring third-party consents (customer/supplier approvals)
• Regulatory approvals or licensing transfers (FCA, CQC, etc.)
• Large employee populations triggering TUPE consultation (20+ employees)
• Unresolved legal disputes or tax investigations
• Difficult negotiations on price adjustments or warranties
• Financing approval delays from lenders

Completion day mechanics

On completion day, the business legally transfers to you. The process typically follows this timeline:

Morning (09:00-12:00)

1. Final confirmations: Solicitors confirm all conditions satisfied (financing approved, consents obtained)
2. Final searches: Check company status, charges register for any last-minute changes
3. Funds transfer: Purchase price paid by bank transfer (typically CHAPS for same-day clearance)
4. Legal completion: Once funds received, solicitors exchange completion documents

Afternoon (12:00-17:00)

1. Share/asset transfer: Legal title transfers (share certificates or asset transfer deeds executed)
2. Board changes: Old directors resign, you appointed, Companies House notified
3. Physical handover: Seller hands over premises, keys, passwords, records, stock
4. Employee transfers: If TUPE applies, employees automatically transfer to your employment
5. Immediate notifications: Inform bank, insurers, HMRC, key suppliers/customers

Physical handover checklist

Ensure the seller transfers all physical and digital assets:

Physical items

• Premises keys and alarm codes
• Equipment, machinery, vehicles
• Stock and inventory (with physical count verification)
• Files, records, customer databases
• Stationery, branded materials
• Point of sale equipment, tills, card machines

Digital and systems access

• Accounting software logins and data files
• Website hosting and domain name access
• Email accounts and passwords
• Social media account access
• Supplier portals and online accounts
• CRM database and customer records
• Banking online access (once signatories updated)

Documents and contracts

• Customer contracts and order books
• Supplier agreements
• Property lease or title deeds
• Employee contracts and personnel files
• Insurance policies
• Intellectual property registrations and certificates
• Licences and regulatory approvals

Immediate notifications (first week)

You must notify key stakeholders immediately after completion:

Regulatory and compliance

• Companies House: File change of directors and update company details (solicitor typically handles this)
• HMRC: Notify of ownership change for PAYE, VAT, Corporation Tax registration
• Licensing authorities: Apply for licence transfers where required (alcohol, food, transport, etc.)
• Professional bodies: Update regulatory registrations (FCA, CQC, Ofsted, etc.)

Financial and insurance

• Bank: Update signatories and payment authorities
• Insurance providers: Ensure policies transferred or reissued (public liability, employers' liability, professional indemnity)
• Lenders: If financing the acquisition, confirm completion to lender
• Accountant: Inform your accountant so they can set up accounting periods and tax filings

Commercial relationships

• Key customers: Reassure them about continuity and service quality
• Suppliers: Confirm contracts have transferred, update payment details
• Employees: Formally confirm employment has transferred under TUPE (if applicable)
• Landlord: If leasing premises, confirm completion and any required consent