Are you about to buy a business in Florida? One overlooked document or missed deadline can turn your investment into a legal headache. Florida law demands buyers verify seller authority, review contracts and leases, and confirm compliance with state filings before closing. Statutes like Fla. Stat. § 607.1405 require proper dissolution procedures, while Fla. Stat. § 607.1202 governs mergers and asset sales—meaning you must ensure the seller has the legal right to transfer assets and that all corporate actions are properly documented.
The due diligence process starts with a deep dive into the business’s legal and financial records. Buyers should request and review the asset purchase agreement, corporate resolutions, tax filings, and any outstanding litigation. Contracts and leases must be scrutinized for assignment clauses and hidden liabilities. Missing a step here can expose you to lawsuits or unexpected debts. Our firm often sees buyers skip verification of state filings, only to discover later that the seller lacked authority or failed to dissolve properly, risking the entire deal.
Deadlines matter. Florida statutes set strict timelines for notice, filings, and closing procedures. Buyers must act quickly to secure their rights and avoid losing leverage. If you’re unsure about any document or step, consult a Florida business attorney before you sign. Protect your investment by making due diligence your first priority.
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Disclaimer: This content is for informational purposes only and does not constitute legal advice, and laws and legal interpretations may change after the date of publication.
Written by:
Gil Sánchez, Esq.
CEO | Civil Trial Attorney
Black Rock Trial Lawyers
Abogados Law
