Sale of a commercial property portfolio (seller)—preliminary matters
Sale of a commercial property portfolio (seller)—preliminary matters

The following Property guidance note provides comprehensive and up to date legal information covering:

  • Sale of a commercial property portfolio (seller)—preliminary matters
  • Who is the seller?
  • Who is the buyer's solicitor?
  • Getting ready for sale
  • Taking instructions and reviewing the heads of terms
  • Team briefing

This Practice Note is for use on the sale of a commercial property portfolio. It is not exhaustive and you must always consider whether there are any other issues that need to be addressed. It is assumed that:

  1. the portfolio is being acquired for investment purposes only

  2. the seller of each property within the portfolio is solvent

  3. title will be deduced and investigated before exchange of contracts, and

  4. the portfolio properties are not subject to any residential tenancies

Warning: If a property is being sold subject to two or more residential tenancies, check if the Landlord and Tenant Act 1987 (LTA 1987) confers on the tenants a statutory right of first refusal. If so, the seller must ensure that the correct statutory procedures are followed. See Practice Notes: Landlord and Tenant Act 1987—tenants' right of first refusal, LTA 1987—premises, LTA 1987—who is a qualifying tenant?, LTA 1987—what is a flat? and LTA 1987—pitfalls and practical tips.

Who is the seller?

Verify the seller’s identity as soon as possible:

  1. as required by the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017—for more information see: Law Society – anti-money laundering guidance (September 2017)

  2. to ensure that neither you nor your firm has any conflict of interest which would prevent you from acting for the seller—see Practice