Gary Withey claimed he advised Whyte not to go ahead with the deal because he “didn’t like the feel of the transaction”.
Giving evidence for a fourth day at the High Court in Glasgow at Whyte’s trial, he said Whyte had no experience of football clubs and didn’t think he knew what he was getting himself in to.
Whyte, 46, denies a charge of fraud and a second allegation under the Companies Act in connection with his May 2011 takeover.
Mr Withey, a corporate lawyer, had worked for English firm Collyer Bristow and was instructed in the takeover talks after meeting Whyte in mid-2010.
Advocate depute Alex Prentice QC asked Mr Withey: “Why did you tell Mr Whyte to walk away?”
He replied: “Because I didn’t like the transaction.”
Asked why that was, he replied: “I felt as though there were too many things to be discovered.”
Mr Prentice asked what the purpose was of him giving Whyte advice and he said: “It was my opinion at the time.” He also said that he did not think Whyte “knew what he was getting in to”.
Mr Withey was asked: “What was his response every time you raised this?”
The witness replied: “He would laugh”.
The prosecutor asked Mr Withey how he responded to that and he said: “He’s the client.”
Jurors heard Mr Withey was “concerned” that the Murray group would not go through with the takeover if they knew how it would be funded.
Asked why, the witness said: “Because they probably wouldn’t have liked the thought of him using Ticketus.”
He told the court that the proposal was “not concealed but it wasn’t revealed”.
Mr Withey said they were instructed by Whyte not to reveal it.
He also said that if the takeover panel required the information it “had to be shown”.
The witness claimed Whyte said it was thought the Murray group would walk away if they knew.
The trial before judge Lady Stacey continues.