Legal due diligence for an MSP acquisition
A buyer's solicitor works through your legal position methodically, starting with your certificate of incorporation and shareholder agreements, then moving to every contract that keeps the business running. For an MSP, that means your client MSAs and SLAs above everything else, because those contracts are most of what the buyer is actually paying for.
What a buyer's legal due diligence covers
- Master service agreements and SLAs with every client.
- Vendor and distributor agreements.
- Notice periods, exclusivity terms and auto renewal clauses.
- Change of control clauses that could let a client walk at completion.
- Statutory company records and registers.
Where this catches sellers out
A change of control clause is easy to miss because it sits in the small print of a contract you signed years ago and never had reason to reread. If a top client's contract lets them terminate on a change of ownership, a buyer will price that risk into their offer, or walk away from the deal entirely. The fix isn't complicated. It's finding out now, while you still have time to renegotiate, rather than finding out from the buyer's solicitor mid deal.
How MSP Sale Readiness helps
We work through your contracts against what a buyer's legal due diligence will actually ask for, flagging change of control clauses, missing signatures and gaps in your statutory records early enough to fix them. Your solicitor still handles the legal work. We make sure they're pointed at the right documents from the start, rather than uncovering problems once a buyer's solicitor already has.
Ready to get your legal due diligence in shape?
Want a quick sense of where you stand on legal? The free readiness assessment covers legal alongside the other eight areas in about three minutes.