Review the completion accounts mechanism before the final price starts moving

Problems usually come from ambiguity in the mechanics rather than the idea of completion accounts itself. Common pressure points include unclear definitions of cash, debt or working capital, inconsistent accounting assumptions, weak access rights to records, and vague objection procedures after completion. A clause can also look balanced at first glance but still favour one side once the timetable and information flow are tested. Our review looks at how those moving parts fit together so you can spot where the final price may become harder to predict or challenge.

This service is commonly used by buyers and sellers in share sales or asset deals where the price is not fully fixed at signing. Buyers often want comfort that the adjustment process gives them enough visibility and a workable path to challenge figures if needed. Sellers often want to check that the mechanism does not leave the price exposed to broad post-completion adjustments or accounting changes they did not intend to accept. It is especially useful when the commercial deal is mostly agreed but the drafting still leaves room for argument.

A full sale agreement review looks across the whole transaction, including warranties, indemnities, restraints, completion deliverables and other deal protections. This service is narrower in subject matter but broader than a quick clause-only comment, because it concentrates on the completion accounts mechanism and the surrounding provisions that affect how the price adjustment actually works. That makes it useful where the main concern is post-signing price movement rather than every issue in the transaction. If you need wider deal coverage, we can discuss a broader review separately.

Yes, we can explain where the drafting appears to allocate more leverage to one side and why that matters. For example, a buyer may benefit from broader access to records, more control over accounting policies or longer objection rights, while a seller may prefer tighter definitions, shorter review periods and clearer limits on adjustments. Whether a position is acceptable still depends on the wider deal and bargaining power, but our review can show how the wording is likely to operate and which points are worth negotiating before signing or completion.

The key document is the draft sale or purchase agreement containing the completion accounts provisions. It also helps to provide any term sheet, markup, side correspondence or notes showing what the parties intended the adjustment mechanism to achieve. If accounting assumptions have already been discussed, sharing those can be useful because legal issues often arise when the commercial understanding has not been translated clearly into the contract. If the drafting is still evolving, we can review the current version and identify the main issues from there.

As an online law firm, we eliminate the headaches of paying us by the hour and finding time to meet with a lawyer in person. We charge a fixed fee, with upfront quotes and transparent pricing, and communicate via phone, email and video chat - whichever suits you! You'll be guided through our process by our expert lawyers, who are Australian-qualified and specialise in technology, intellectual property, contract drafting, corporate and commercial law.

At Sprintlaw, our pricing is transparent and designed for startups and small businesses. Many one-off legal services, including document drafting and reviews, are provided for a fixed fee with an upfront quote before you proceed.

Prices typically range from $250 to $2,500 AUD depending on the complexity and scope of the work. For ongoing support, Sprintlaw Memberships include options such as legal templates, consultations, a legal helpline and credits for services.

If your project is larger or more complex, we will provide a tailored quote after understanding what you need.

Our law firm operates completely online, which means we can help you wherever you are in Australia. We work at The Commons Central - a cool co-working space in Chippendale, Sydney - but our lawyers often work flexibly across various locations.

Our lawyers also work from co-working spaces and home offices in Sydney, Melbourne, Brisbane, Adelaide and Perth, so clients can get help online without needing to meet in person.