Business Transfers for Larger Sales: The Extended Checklist

Our big walkthrough of the 11 most important things in a business sale applies to businesses of any size. But if you're selling or buying a larger business with many employees, a number of employee-related matters come into play that deserve extra attention — and that are rarely as relevant for a small business with few employees.

1. Map the whole organization early

The more employees, departments and management layers the business has, the more important it is to get a full overview early in the process — who's employed where, who reports to whom, and which parts of the organization are directly covered by the planned transfer.

2. Clarify the duty to inform and negotiate across representatives

If there are multiple shop stewards in different departments, all relevant representatives must be informed and involved under the rules on the Business Transfer Act's duty to inform and negotiate. Put together a combined communication plan so no part of the organization is overlooked.

3. Review every collective agreement and local agreement

Larger businesses are often covered by several collective agreements across different employee groups. Each of them requires its own decision on whether to continue it — see the full walkthrough in our article on collective agreements in a business transfer.

4. Do a systematic HR due diligence

With many employees, spot checks are rarely enough. See our walkthrough of what a thorough HR due diligence should cover, including individual special agreements and pending personnel cases.

5. Plan any restructuring carefully

If the organization needs restructuring after the takeover, it's essential to be able to document an independent business rationale for any dismissals — see our article on dismissing employees in a business transfer to avoid compensation claims.

6. Consider a no-poach clause if you share sensitive information early

If you enter negotiations with a potential buyer who gains insight into your key employees, a no-poach clause can protect you from that information being used to poach employees if the deal doesn't go through.

7. Bring in specialized advice early

For larger deals with many employees, several collective agreements and a more complex organization, complexity increases significantly compared to a simple business deal. Here, it often makes sense to bring in an advisor experienced specifically with employment law matters early in the process — not only once a problem has already arisen.

Why does the order matter?

Many of these points are connected: a proper mapping of the organization (point 1) makes it easier to carry out a correct information and negotiation process (point 2), which in turn makes any later restructuring (point 5) far more robust against objections. Skip one of the earlier points, and the risk of complications later in the process rises accordingly.

8. Consider whether you need a board before listing the company for sale

For larger deals, an active board with relevant experience can strengthen the process significantly — both as a sparring partner in the negotiation and as a signal to the buyer that the business is run professionally beyond the owner-manager alone. If the business doesn't already have a functioning board, it's worth considering establishing one well ahead of an expected sale, not only once a buyer dialogue is already underway.

Frequently asked questions

Does the Business Transfer Act apply differently to large businesses than small ones?

No, the same rules apply regardless of size. The difference lies in the scale — more employees, representatives and collective agreements make the process more extensive to carry out correctly, not legally different.

When should we bring in an advisor for a larger transfer?

As early as possible — ideally already when you're considering getting started, not only once the information process or a restructuring is already underway.

Is there one thing that most often goes wrong in larger business transfers?

Lack of coordination across departments and representatives — information reaches some parts of the organization but not others, creating unnecessary uncertainty and risk of objections.

Facing a larger business transfer? Read the full walkthrough of the Business Transfer Act, or book a no-obligation call about the Advisory & Mediation package.