Buying a transport company: licences and contracts to verify
Introduction
The transport sector in Switzerland represents an attractive opportunity for buyers: stable demand, recurring revenues, loyal clientele. But buying a transport company involves technical and regulatory specificities that must not be overlooked.
Unlike other sectors, a transport company rests on three critical pillars: operating licences, client contracts and the vehicle fleet. An analytical error on any of these elements can compromise the viability of your takeover.
Transport licences are not always automatically transferable. Contracts may contain change of control clauses. Vehicles require immediate investments that you had not anticipated. Not to mention driver qualifications, specific insurance and the strict regulatory compliance of the logistics sector.
This guide accompanies you through the essential verification points when taking over a transport company. You will discover how to analyse licences, evaluate contracts, audit the vehicle fleet and identify hidden costs before committing. For an overview of the acquisition process, consult our article on how to buy a business in Switzerland.
📌 Summary (TL;DR)
Taking over a transport company requires in-depth analysis of licences (validity, transferability), client and supplier contracts (duration, change of control clauses), and the condition of the vehicle fleet (compliance, maintenance costs). Driver qualifications, insurance and due diligence with specialised experts also constitute essential steps to secure your acquisition and avoid financial and operational risks.
📚 Table of contents
Transport licences in Switzerland: what to verify
In Switzerland, operating a transport company requires specific authorisations issued by the Federal Office of Transport (FOT). Licences vary according to activity: freight transport, passenger transport, or international transport.
Each type of licence imposes strict legal conditions. Financial capacity, professional integrity, and technical qualifications are systematically verified. During a takeover, these authorisations constitute a critical asset to examine as a priority.
The central question: do these licences remain valid after the change of owner? A thorough verification is essential before any signature.
What is the expiry date?
All transport licences have a limited validity period. Check the expiry dates for each authorisation: main licence, specific authorisations, international permits.
An imminent renewal may entail costs and administrative procedures. Some authorisations impose suspensive conditions or temporary restrictions that directly affect operations.
Anticipate these deadlines in your takeover calendar and financial plan.
Are the licences transferable?
Critical point: some licences do not transfer automatically to the buyer. A new application may be mandatory, with delays of several months.
Identify precisely the administrative procedures required with the FOT. Verify whether you personally meet the conditions for obtaining them: financial capacity, absence of criminal record, professional qualifications.
A non-transferable licence represents a major warning sign that can block the entire transaction.
Analysis of client and supplier contracts
Transport contracts constitute the core of the company's value. Examine each agreement with main clients: duration, guaranteed volumes, negotiated rates, termination conditions.
Measure revenue concentration. Excessive dependence on one or two major clients weakens future stability. Also analyse the relationship history: seniority, renewal rate, potential disputes.
On the supplier side, scrutinise fuel, maintenance, and subcontracting contracts. The negotiated pricing conditions directly impact your future operating margin.
Fixed-term vs open-ended contracts
Clearly distinguish recurring contracts (open-ended or automatic renewal) from one-off assignments. The former guarantee revenue predictability, essential for your business plan.
Identify contracts expiring within the next 12 months. What is their renewal probability? Discuss with the seller about the renewal history.
Revenues too dependent on short contracts weaken the company's valuation.
Change of control clauses
Some contracts include clauses authorising the client to terminate in case of change of owner. These provisions can destroy the transaction's value if key clients withdraw.
List all contracts containing this type of clause. Plan meetings with these clients before final signature to secure their commitment.
This contractual analysis follows a similar logic to maintenance contracts in other sectors.
Condition and ownership of the vehicle fleet
The vehicle fleet often represents the most important asset of a transport company. Require a detailed inventory: make, model, year, mileage, technical condition of each unit.
Verify the ownership method: vehicles in full ownership, leasing, or long-term rental. This distinction impacts your balance sheet and future cash flow. Do leasing commitments transfer automatically?
Consult the complete maintenance history and repair invoices. This data reveals actual maintenance costs and replacements to anticipate.
Technical inspections and compliance
All vehicles must be up to date for mandatory periodic inspections. A delay exposes the company to sanctions and prohibits operations.
Verify compliance with current environmental standards (Euro standards). Old vehicles may require costly upgrades or early replacement.
Some urban areas impose circulation restrictions for polluting vehicles. Anticipate these constraints.
Hidden costs and investments to anticipate
Identify vehicles approaching their end of useful life. A lorry over 10 years old generally requires replacement within 2-3 years following the takeover.
List pending major repairs: engine, transmission, braking system. These deferred costs directly impact your initial profitability.
Integrate these investments into your financing plan. An ageing fleet may require several hundred thousand francs for renewal.
Verification of insurance and liabilities
Insurance policies cover major risks in the transport sector. Analyse professional liability, goods in transit insurance, and comprehensive fleet insurance.
Consult the claims history over the last 5 years. A high claims rate leads to heavier future premiums, or even refusal of coverage by some insurers.
Verify that coverage amounts correspond to the actual risks of the activity. Under-insurance exposes your personal assets in case of serious accident.
Human resources: drivers and qualifications
The driver team constitutes an essential human asset. Record the number of employees, their contract type (open-ended, temporary), and their average seniority.
Verify professional qualifications: professional driving licences (categories C, CE, D), ADR certificates for dangerous goods, digital driver card. These qualifications are mandatory and non-substitutable.
Analyse the turnover rate. High turnover signals management or working conditions problems. Identify applicable collective agreements and their impact on future salary costs.
Due diligence: calling on experts
The transport sector presents complex technical and regulatory specificities. Surround yourself with specialists for the audit: logistics experts, lawyers specialising in transport law, fiduciaries for financial analysis.
These professionals detect hidden risks that you could not identify alone. The Leez partner network provides qualified experts, without obligation of commitment.
Thorough due diligence secures your investment. For a general acquisition methodology, consult our complete guide on buying a business in Switzerland.
Taking over a transport company requires rigorous analysis of licences, contracts and the vehicle fleet. The validity and transferability of operating authorisations directly condition business continuity. Examination of client and supplier contracts reveals revenue stability and risks linked to change of control clauses. The fleet condition, technical compliance and deferred maintenance costs can represent significant unforeseen investments.
Driver qualifications, salary structure and insurance complete this sectoral evaluation. Thorough due diligence, ideally accompanied by transport and M&A experts, protects you against unpleasant surprises and secures your investment.
Are you looking for a transport company to take over? Browse the companies for sale on Leez and identify opportunities that match your criteria. Need specialised support? Our network of partner experts can guide you throughout the acquisition process.
