Commercial conveyancing: process and costs explained

Commercial property transactions are substantially more complex than residential purchases or sales. Whether you're buying your first office space, selling a retail unit, or negotiating a commercial lease, understanding both the process and costs involved in commercial conveyancing is essential for making informed decisions and avoiding costly mistakes.

This comprehensive guide covers everything business owners, investors, and property developers need to know about commercial conveyancing, from the initial property search through to completion and beyond. We'll explore the entire process and provide clear insights into all the associated costs and fees you can expect along the way.

Commercial conveyancing is the legal process of transferring ownership or leasehold interest in a business-use property from one party to another. Unlike residential conveyancing, it involves navigating complex legal requirements specific to business premises.

This specialised legal service applies to all commercial property types - retail units, office spaces, industrial facilities, and mixed-use developments.

The conveyancing process ensures all legal aspects of the transaction are properly handled, ownership rights are protected, and potential liabilities are identified before completion.

Benefits of professional commercial conveyancing

Working with experienced commercial property solicitors provides significant advantages throughout the transaction. 

• Protection from legal pitfalls- conveyancers identify and address risks specific to business properties
• Regulatory navigation - expert guidance through complex planning and compliance requirements
• Thorough due diligence - comprehensive investigation to uncover potential issues before completion 
• Strategic negotiation- securing favorable contract terms based on industry expertise 
• Efficient timeline management - coordinating all aspects of the transaction to minimise delays 
• Tax optimisation - proper handling of VAT and Stamp Duty Land Tax implications to avoid unnecessary costs

Commercial conveyancing involves additional complexities beyond residential transactions due to the business nature of these properties and is typically handled by a conveyancer or solicitor that specialises in commercial property law.

Commercial processes typically take longer due to more extensive legal investigations, especially for larger properties.

Complexity and timeline differences

Commercial property transactions generally require more detailed due diligence than residential purchases.

While a residential conveyancing process might take 8-12 weeks, commercial transactions often extend to 3-6 months due to the increased complexity and additional investigations required. Larger commercial properties or those with existing tenants can extend this timeline further.

Key legal considerations

Commercial conveyancing must address several specialised areas not typically present in residential transactions:

• Business use requirements and planning permissions
• Commercial lease structures and obligations
• Health and safety compliance
• Business rates and tax implications
• Environmental regulations and responsibilities
• Service charges and management arrangements
• VAT considerations unique to commercial property

Documentation requirements

Commercial property transactions require additional documentation compared to residential conveyancing.

These often include business licenses, planning permissions, fire safety certificates, asbestos surveys, air conditioning inspections, and Energy Performance Certificates (EPCs). Commercial Property Standard Enquiries (CPSE) forms are also substantially more detailed than their residential counterparts.

Commercial property falls into several distinct categories, each with its own unique considerations during the conveyancing process.

There are six types of commercial property:

• Retail - perhaps the most familiar is the space for selling goods (e.g. a food or clothes shop, or a haberdashery) or services (e.g. a barber's shop, a travel agent, estate agent or a nail bar) to the public, whether it's a separate entity in the high street or a unit that's part of a larger shopping complex.
• Warehouse - whether it's a space that is simply used to store the goods for sale elsewhere or is fronted by a sales shop for the trade or public to use to buy the products (which means it is likely to be categorised as a retail space).
• Office - the space that houses employees of a company usually working at desks, possibly with a number of meeting and client rooms and kitchen facilities.
• Industrial - where things are made or developed for sale as a commodity or service as the next step in the chain. This would also potentially cover car repair spaces as well as the construction of any component that is then sent elsewhere for further building of the whole element, such as an offsite fabricated home. Farm operations such as milking and grain processing would likely fall into this category.
• Healthcare - this covers doctor's surgeries, hospitals, care homes and other locations that deal with the health of the public.
• Leisure - buildings that house leisure services such as gyms, restaurants and pubs.

In addition to the six main types described above, commercial property may also include:

• Mixed-use properties - properties combining commercial and residential elements, such as shops with flats above, require understanding of both commercial and residential conveyancing processes and regulations.
• Land for development - undeveloped land purchased for commercial development requires special consideration of planning permissions, environmental assessments, and infrastructure requirements.

When it comes to commercial property transactions, they are generally far more complex than the standard residential equivalent. Each type involves unique legal considerations.

Sale or purchase transactions

Whether you're buying or selling a commercial property, there is more due diligence work that commercial property solicitors need to carry out on your behalf, particularly when it comes to change of use.

While this is the most straightforward type of commercial conveyancing, it still involves comprehensive investigations of the property's title, planning status, and existing obligations.

Leasehold transactions

If you are buying a leasehold commercial property from a landlord, there are extra steps needed to reach completion. This involves understanding planned site use, energy requirements, repairs and maintenance responsibilities, and obtaining landlord approval for any shopfitting or equipment installation plans.

Commercial leases contain several critical elements requiring careful review, including term length, break clauses, rent reviews, repairing obligations, permitted use restrictions, assignment rights, and dilapidation liabilities. Your solicitor will also handle subsequent changes such as lease creation, extensions, renewals, applications for change of use, or lease transfer when subletting part or all of the leasehold property.

Development and planning

When developing a commercial site, your conveyancing solicitor must establish the impact of your plans, address environmental considerations, and ensure conformance to local and national requirements affecting traffic, congestion and road management.

Refinancing and mortgages

When a commercial business wants to expand or upgrade a site through refinancing, various legal steps must be established to secure new financing terms while protecting the business's interests and ensuring compliance with lender requirements.

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The commercial property conveyancing process follows a structured pathway from property search to legal completion. While sharing basic similarities with the most common residential conveyancing process, commercial transactions involve more complex due diligence, specialised documentation, and typically take 3-6 months to complete. Here's what to expect at each stage:

1. Instructing commercial conveyancing solicitors

While legally possible to handle conveyancing yourself, commercial transactions require professional representation. Appointing experienced solicitors protects against costly errors, ensures regulatory compliance, and saves valuable time.

2. Commercial property due diligence

This critical phase typically takes 4-8 weeks. Your solicitor will conduct comprehensive investigations including Local Authority searches, environmental assessments, and Land Registry verifications.

The seller's solicitor provides a contract package with the draft contract, Energy Performance Certificate, title documents, and responses to Commercial Property Standard Enquiries (CPSEs). Your solicitor will review these documents and determine whether VAT applies - potentially adding 20% to the purchase price.

3. Commercial contract negotiation

Your solicitor will negotiate final contract terms, addressing issues discovered during searches and clarifying responsibilities for existing tenancies or service contracts. Commercial contracts cover equipment inclusions, environmental liabilities, planning restrictions, and VAT treatment.

4. Exchange of contracts

At exchange, the purchase becomes legally binding. Your solicitor transfers the deposit (typically 10%), after which you're committed to completing on the agreed date. The period between exchange and completion ranges from same-day to several weeks, depending on complexity.

5. Commercial property completion

On completion day, you legally take ownership. Your solicitor transfers the remaining funds and confirms when completion has taken place, allowing you to collect keys and access the property.

Commercial completions may involve transferring business licenses, assigning contracts, and notifying current tenants of the ownership change.

6. Post-completion matters

Your solicitor will handle important formalities including submitting the transfer deed to HM Land Registry, paying Stamp Duty Land Tax, and addressing VAT payments. These tasks typically take 2-4 weeks to finalise.

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While much attention is given to the buyer's journey, selling commercial property involves its own unique process and challenges. Understanding these steps helps sellers prepare effectively and avoid unnecessary delays.

1. Preparing to sell a commercial property

Gather all documentation (title deeds, permissions, EPCs, leases, asbestos reports). Review tenancies, address maintenance issues, and consult on tax implications.

2. Instructing a commercial property solicitor

Appoint an experienced solicitor with expertise in your property type. Provide comprehensive property information and establish timeline and fee structure.

3. Preparing sale documents

Once instructed, your solicitor will begin preparing the sale package that will be sent to the buyer's solicitor. This typically includes:

• Draft contract of sale
• Title information documenting your ownership
• Property information forms detailing aspects of the property
• Fixtures and fittings list specifying what's included in the sale
• Planning permissions and building regulation approvals
• Commercial EPC (which must be at least band E under MEES regulations)
• Existing tenancy agreements and details of rental income

Commercial Property Standard Enquiries (CPSE) forms explained

Commercial Property Standard Enquiries (CPSEs) are standardised forms that form a crucial part of the sale documentation. Introduced to streamline the commercial property transaction process, they require detailed information about the property.

These forms cover extensive details including boundary ownership, rights and easements, physical condition, asbestos presence, building works, utilities, environmental matters, planning information, and insurance details. Complete these forms thoroughly and accurately to avoid delays and potential legal issues later.

4. Responding to buyer enquiries

Following receipt of the draft contract and CPSE forms, the buyer's solicitor will typically raise additional enquiries. These may relate to information in the CPSEs or issues identified during their searches and due diligence.

Be prepared for negotiations on contract terms, particularly around warranties, indemnities, and completion timelines. Commercial property contracts are typically more heavily negotiated than residential equivalents.

5. Exchange and completion for sellers

At exchange, receive 10% deposit and commit to the sale date. Prepare property for transfer and coordinate mortgage settlements. On completion day, your solicitor manages fund transfers and key release.

6. Post-completion requirements

After completion, you retain several important responsibilities. Your solicitor will help you:

• Pay off any existing mortgage using the sale proceeds
• Settle outstanding service charges or ground rent (for leasehold properties)
• Notify utility companies and local authorities of the change in ownership
• Cancel insurance policies once ownership has transferred
• Address any Capital Gains Tax obligations
• Retain copies of all sale documents for future reference

For commercial landlords, you must inform your tenants of the new ownership and provide details for future rent payments. If you've sold a portion of a larger site, additional considerations regarding shared services and access rights may apply.

Understanding the full financial implications of commercial conveyancing is essential for effective budgeting. Commercial property transactions typically involve higher costs than residential conveyancing, reflecting their increased complexity and the higher property values involved.

Legal fees for commercial conveyancing

Commercial conveyancing legal fees are typically calculated in one of two ways: as a fixed fee or as a percentage of the property value. These fees cover the professional work undertaken by your solicitor throughout the transaction.

For commercial properties, legal fees typically range between 0.5% and 1.25% of the property value, with more complex transactions commanding higher percentages. For example, a straightforward commercial property purchase valued at £500,000 might incur legal fees between £2,500 and £6,250.

Fixed fee vs. percentage-based fees

Fixed fee arrangements 

Many commercial property solicitors offer fixed fee services for more straightforward transactions. This approach provides certainty about costs from the outset, allowing for more accurate budgeting.

At Homeward Legal, we provide a  transparent Fixed Legal Fee policy for commercial conveyancing across all transaction types. Our fixed fee structure means you'll know exactly what you're paying from the outset, with no hidden costs or surprise additions later in the process.

Percentage-based Fees 

Alternatively, some solicitors charge a percentage of the property's value. This approach recognises that higher-value properties often involve greater risk and responsibility.

Percentage fees can be advantageous in complex transactions where the workload might expand considerably. However, they can result in higher costs for high-value properties, even when the legal work involved is relatively straightforward.

Our commercial conveyancing fee protection

Commercial property transactions can sometimes fall through for reasons beyond your control. To protect our clients from financial loss in such situations, we offer:

• No Completion, No Fee Protection - With our No Completion, No Fee guarantee, you won't pay legal fees if your transaction doesn't complete. This provides valuable peace of mind, particularly in complex commercial transactions where completion isn't guaranteed.
• SearchPlus Protection - Our exclusive SearchPlus Protection provides a second set of the same searches free of charge if your initial transaction falls through and you proceed with a different property. Given that commercial property searches often cost £450-£600, this represents significant potential savings.

Disbursements and additional costs

Beyond legal fees, commercial conveyancing involves various disbursements - third-party costs paid by your solicitor on your behalf. These costs can add significantly to the overall expense and should be budgeted for accordingly.

Commercial Search pack Fees

Commercial property searches are more extensive than residential searches and consequently more expensive, usually between £450 to £600 for the basic searches to appease any lender and give you a broad understanding of the major issues. These typically include:

• Local Authority searches - covering planning history, highways information, and environmental health
• Environmental searches - identifying contamination risks, flood issues, and other environmental concerns
• Utilities searches - confirming water, drainage, electricity, and gas connections
• Specialist commercial searches - depending on property type and location

Homeward Legal's SearchPlus Protection helps mitigate these costs on your next transaction if your transaction doesn't proceed as planned.

Land Registry fees

Land Registry fees for commercial properties are calculated on a sliding scale based on the transaction value. Current rates range from £40 for properties under £80,000 to £910 for properties over £1,000,000. These fees apply to both registering new ownership and obtaining official copies of the title.

For leasehold properties, additional fees may apply for registering the lease. The Land Registry also charges for obtaining official copies of documents and plans, typically £7 - £9 per document.

Bank transfer fees

The transfer of substantial funds involved in commercial property transactions incurs bank fees. These include:

• Telegraphic Transfer fees (£48) - for same-day transfer of completion funds
• International transfer fees (£50-£100) -  if funds are coming from overseas

Multiple transfers may be required during the transaction, particularly when dealing with deposits, completion funds, and mortgage arrangements.

Stamp Duty Land Tax (SDLT)

SDLT represents one of the largest costs in commercial property acquisitions. For non-residential properties, the current SDLT rates are:

• 0% on values up to £150,000
• 2% on the portion between £150,001 and £250,000
• 5% on the portion above £250,000

For leasehold properties, SDLT is payable on both the premium (if any) and on the "net present value" of the rent over the term of the lease, with different thresholds and calculations applying.

SDLT rules are complex and subject to change, making professional advice essential to ensure compliance and identify any available reliefs or exemptions.

VAT Considerations

Commercial property transactions may be subject to VAT at the standard rate of 20%, potentially adding a substantial amount to the purchase price. Whether VAT applies depends on:

• Whether the seller has "opted to tax" the property
• The age and status of the building
• Whether the transaction qualifies as a Transfer of a Going Concern (TOGC)

If VAT is applicable, you'll need to budget for this significant additional cost, though VAT-registered businesses can typically reclaim this. Your solicitor will work with tax advisors to determine the VAT status early in the transaction.

Commercial conveyancing typically takes between 8-16 weeks from instruction to completion, significantly longer than residential conveyancing. However, the timeline can vary considerably depending on multiple factors including property complexity and the efficiency of all parties involved.

Factors affecting timeline

Several key factors influence how long the commercial conveyancing process will take:

• Property complexity - Larger commercial properties with extensive land, multiple units, or specialised facilities require more detailed investigation. Similarly, properties with complicated title issues, restrictive covenants, or unusual legal arrangements will extend the timeline.
• Transaction type - Freehold purchases are typically quicker than leasehold transactions. New leases involving extensive negotiation of terms can add significant time to the process.
• Existing tenancies - Properties with sitting tenants require additional due diligence regarding lease terms, rental income verification, and tenant compliance, potentially adding 2-4 weeks to the timeline.
  Planning and building regulation compliance - Properties with recent modifications or changes of use require verification of planning permissions and building regulations approval, which can extend timelines if documentation is incomplete.
• Chain dependency - If your transaction forms part of a chain (where multiple property transactions are interdependent), delays in any part of the chain can affect your timeline. Commercial chains are less common than residential but can significantly impact timescales when present.
• Financing arrangements - Commercial mortgage applications typically take 4-6 weeks to process. Starting this process early is essential to avoid delaying completion.

Average timescales for different transaction types

While each transaction is unique, these guidelines provide realistic expectations for different types of commercial conveyancing:

• Straightforward freehold purchase - For vacant commercial freehold properties with clear title and no planning complications, expect 10-12 weeks from instruction to completion.
• Leasehold transactions - New commercial lease agreements typically take 10-14 weeks to finalise, with lease assignments often taking 12-16 weeks due to the additional requirement for landlord consent.
• Investment properties with tenants - Purchasing tenanted commercial investment properties typically requires 12-16 weeks, allowing for thorough investigation of existing leases, tenant compliance, and rental income verification.
• Development properties - Sites purchased for development purposes often take 16-20 weeks or more, particularly if planning permissions need to be secured or environmental issues addressed.
• Auction purchases - Commercial properties purchased at auction operate on an accelerated timeline, with completion usually required within 28 days of the auction regardless of complexity. This compressed schedule requires exceptionally efficient handling of all legal aspects.

Potential delays and how to avoid them

Understanding common causes of delay in commercial conveyancing can help you take proactive steps to maintain momentum:

• Title issues - Unclear boundaries, missing documents, or unregistered land can cause significant delays. Ensure title documents are organised and accessible before marketing the property. For buyers, consider title insurance for certain issues that cannot be resolved quickly.
• Search delays - Some local authorities take several weeks to return search results. Instructing searches immediately after agreeing on terms helps minimise this delay. Homeward Legal typically order the searches the same working day you instruct.
• Slow response to enquiries - Delayed responses to legal enquiries are a common cause of extended timelines. Sellers should prepare comprehensive replies to CPSE forms before marketing to expedite this process. Buyers should ensure prompt review and follow-up on enquiry responses. Homeward Legal have a dedicated customer service team that are available on Saturdays to assist in chasing responses when you need them most.
• Funding delays - Commercial mortgage applications often take longer than residential equivalents. Begin the financing process early, ideally before making an offer, and ensure all financial information is prepared according to lender requirements.
• Third-party consents - Requirements for landlord consent (in lease assignments), planning authority approval, or other third-party permissions can introduce unpredictable delays. Identify these requirements early and initiate applications as soon as possible.
• Communication breakdowns - Poor communication between parties is a frequent cause of unnecessary delay. Regular updates between solicitors, agents, lenders, and clients help maintain momentum and quickly identify potential issues.

By understanding these potential pitfalls and working proactively with your commercial property solicitor, you can help ensure your transaction progresses as efficiently as possible while still conducting the thorough due diligence essential for commercial property. 

Timing is crucial in commercial property transactions. Engaging legal representation at the right moment can significantly impact the efficiency and success of your transaction.

Benefits of early instruction

Instructing a commercial conveyancing solicitor at the earliest opportunity provides numerous advantages:

• Pre-contract strategic advice - Getting expert input before making or accepting an offer helps identify potential issues and ensures your interests are protected from the outset.
• Heads of terms guidance - Early legal review of Heads of Terms documents helps avoid committing to unfavorable conditions.
• Due diligence planning - Proactive solicitors can begin investigations immediately, potentially reducing the overall transaction timeline.
• Financing and tax coordination - Early legal involvement allows for coordinated mortgage arrangements and strategic tax planning, potentially identifying SDLT savings or VAT considerations.

At Homeward Legal, we have dedicated commercial partners that specialise in providing early strategic advice for commercial property transactions, helping clients avoid costly delays and complications by addressing potential issues before they become problems.

What to look for in a commercial property solicitor

• Relevant experience - Choose solicitors with experience handling commercial property transactions and knowledge of commercial property law.
• Transaction knowledge - Look for solicitors familiar with your specific property type (retail, industrial, office, etc.).
• Fee structure - Understand how fees are calculated and what protections are offered, such as "no completion, no fee" guarantees.
• Efficiency and communication - Select solicitors who maintain clear communication throughout the process and provide accessible customer support when you need assistance.

At Homeward Legal, we provide access to commercial conveyancing specialists across England and Wales with a Fixed Legal Fee structure and our No Completion, No Fee guarantee.

We understand that property matters don't only arise during standard business hours, which is why our dedicated customer support team is available Monday to Friday 9am-6pm and Saturdays 10am-4pm to answer your questions and provide updates on all your conveyancing needs.

Contact us on for a free no-obligation commercial quote and we'll be happy to discuss your commercial conveyancing needs.

Understanding potential challenges in commercial conveyancing allows for better preparation and smoother transactions. With proper expertise, these can often be addressed effectively.

Title considerations

Commercial properties often have complex title arrangements including restrictive covenants, rights of way, and shared ownership structures. Your conveyancer will conduct thorough investigations to identify and resolve these issues early through solutions like indemnity insurance or negotiated amendments.

Environmental factors

Environmental considerations have become increasingly important in commercial transactions. Professional searches identify issues such as contamination, flood risks, and asbestos early in the process, allowing for informed decisions about remediation or insurance options.

Planning permission and change of use

Confirming existing planning classifications and assessing the feasibility of any needed changes is crucial for businesses with specific operational requirements. Your conveyancer will verify planning status and advise on obtaining necessary permissions to protect your business interests.

Existing tenant considerations

When purchasing property with sitting tenants, understanding that lease terms transfer to the new owner is essential. Proper due diligence on existing tenancies protects your investment and helps establish positive landlord-tenant relationships from day one.

Service charge arrangements

For properties within larger developments, service charge structures and management company arrangements require careful review to prevent unexpected costs after purchase and ensure accurate financial planning.

Commercial conveyancing represents a significant undertaking for any business owner, investor, or property developer. The complexity of the process reflects the importance of the assets involved and the need to protect your commercial interests throughout the transaction.

As we've explored in this guide, successful commercial conveyancing requires:

• Understanding the specific requirements of different commercial property types
• Appreciating the distinctions between commercial and residential conveyancing
• Planning for the extended timelines involved (typically 8-16 weeks)
• Budgeting appropriately for all costs, including legal fees, searches, and tax implications
• Instructing experienced commercial property solicitors at an early stage
• Being prepared for the unique challenges that may arise during the process

At Homeward Legal, we understand that every commercial property transaction is unique. Our approach combines Fixed Legal Fees with our No Completion, No Fee guarantee, providing both cost certainty and financial protection throughout your transaction.

Our commercial conveyancing specialists bring extensive experience across all property types and transaction structures. We pride ourselves on clear communication, with our dedicated customer support team available Monday to Friday 9am-6pm and Saturdays 10am-4pm to answer your questions and provide updates.

For a free, no-obligation commercial conveyancing quote, call us on or complete our quick online quote form. Our friendly team is ready to help make your commercial property transaction as smooth and straightforward as possible.