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Category: Law
Satisfied Customers: 33517
Experience:  Barrister at Self Employed Barrister
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Clare I don't know how this works, but I have a small query about something. I

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Hello Clare
I don't know how this works, but I have a small query about something. I bought a business on a deferred payment basis - payments to be made over ten years. After taking over I found that the business had not been accurately portrayed by the seller and that illegal things had been occurring with the knowledge of the previous owner. The business cares for people with learning disabilities and some of the issues involved theft from the service users. As a result I sent the previous owner an email earlier this year saying I felt I had been misled and saying I felt I had paid enough. I have been paying for four and a half years. In the end I agreed to pay for a little longer and made an offer, which the person accepted on a return email. The figure is almost 80% of the original price, not including interest. I was paying interest as well as for the business. She asked for a letter for HMRC so she could let them know we had revised the price - so that she would not have to pay
Hithank you for asking me to look at this, but it i snot my area so I shall opt out and one of my colleagues will look at it for you when they come online
Isn't she really asking for a credit note from your accountant for the benefit of HMRC?
Customer: replied 2 years ago.
Hi Thomas, thanks for picking up my question. It's not really about the letter - I can deal with that. I need to ask for some advice on whether the renegotiated price - to which she agreed on email - stands? It might help if I explain a bit more...
After I bought the business I found that several of the staff were drug abusers, that the care home was under suspicion from the police and Safeguarding authority as being used as a drugs pick up and that the business was suspected of being used to launder drugs money. Then the previous owner's brother (who worked as a handyman and continued to be employed after I took over) was seen walking around the care home with a tourniquet on his arm and when I investigated I found drugs injecting equipment and a bag with white powder residue in the attic (which he used as a store room). A staff member who had been there since before I bought the business told me that the previous owner was fully aware of the fact that her brother had an amphetamine habit and that staff knew he "shot up in the attic". There were numerous other issues as well, which had led to the business having a very poor reputation. This reputation was not reflected in the regulatory report, which when I read it, seemed reasonable for a business that needed to be professionalised. I accepted that I would need to do that, but I had not expected the issues that I uncovered. Another issue was that a senior staff member had coerced a vulnerable person supported by the business to buy her things and withdraw cash from his bank to the tune of £43,000. She was not convicted of a crime because the elderly, deaf, learning disabled man was found to have capacity and it was deemed that there could not be a successful prosecution - she claimed he wanted to give her the things and the money. The previous owner of the business had not put systems in place to check on this staff members interactions with the man, or to ensure he was safe from financial abuse. All I could do when I found out was dismiss her for breach of policy and report her to the Safeguarding Authority. There is a long list of things that were really bad about the business, but about which I was not made aware before buying it. I found these issues over the last four years. So,earlier this year I told the previous owner I felt that I had paid enough for the business, considering the real state of it, and that I was going to stop paying. She came back rejecting that and offering a 25% reduction. I rejected that but made another offer, which was a renegotiated price and she emailed back saying she accepted. (I made mention of the letter for HMRC in my original question on here to demonstrate that she had accepted the offer. i.e. if she wasn't accepting it, why ask for the letter confirming the reduced price) So, in a nutshell - does the new price we agreed by email now stand? The original agreement does not state a price for the business. So far I have paid 68% of what we originally agreed plus 20k interest. I hope this all makes sense and that you feel able to advise. Many thanks
In theory if you have proof of the agreement in writing then that should stand. BUT I would be minded where such matters as set out above have already taken place I would definitely go and get a solicitor to draft a formal agreement and get that signed by both of you. I would simply not trust this person and want it to be as safe as possible - even now. Happy to discuss but please rate positive
Customer: replied 2 years ago.
So am I in my rights then to say that the new price stands and she cannot make me pay the original price? The original agreement is just something I typed up, but I was happy to be bound by it until I knew the truth about the state of the business.You may have guessed that she is now trying to say she only agreed to the reduction because her dog was ill!!!!???? She's also said that if she had not agreed to deferred payments I would have had to pay for the business at the time I bought it, so would not be able to change the price. (However, had that been the case I would have sued her for misrepresentation!) My assertion is that she agreed the new price etc. and that supersedes the original agreement. I'm happy to rate you positive - can we still discuss once I have done that or do I need to wait until we've finished chatting before I rate you? I promise not to take up too much of your time! Thanks, Sue
Customer: replied 2 years ago.
Sorry - you couldn't have guessed about the dog thing! I meant you may have guessed she's trying to retract her acceptance of the revised price.
Well you have agreed this new price to compensate you for all of the problems/misrepresenation. I would be minded to send a solicitors letter confirming the email - put her under some pressure - raise the complaints etc..You can still discuss with me after positive rating
Category: Law
Satisfied Customers: 33517
Experience: Barrister at Self Employed Barrister
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Customer: replied 2 years ago.
Many thanks for your time, I really appreciate it. I don't think I need to trouble you any furtherKind regardsSue
My pleasure - best