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To decide if your business is ready to undertake an acquisition.Then I'll deal with the issue of making the right choice, that is, choosing a target. After that, I'll discuss the process of Assessing the target business, which involves gathering Financial information, like looking at trends in sales and profit margins, for example. I think we'll have time for a short break at that point. After the break, I'll move on to the legal aspects. At the end, I'll conclude with a look at how the deal itself is Carried out and will provide you with an example of a case I handled, a rather interesting acquisition. There'll be time for Discussion at the end... Audio transcripts E Part II There'll be time for discussion at the end. OK, then. In this section of my presentation, I'll be addressing the main legal Issues which arise at different stages of the acquisition Process, which require separate and sequential treatment. That's to say, they have to be done in the proper order. First, I'll tell you about the due diligence stage, and then we'll look at The deal stage. Allow me to point out here that these are all Matters that are best handled by a lawyer, which means of Course that our firm can certainly handle these matters for You. Right. Due diligence. What is due diligence? Generally, this term's used to refer to the careful professional scrutiny of the Assets and liabilities of a company, usually in preparation for an acquisition. It's the process of uncovering all the liabilities associated with a firm. It's also the process of checking if the Claims made by the seller of the target business are correct. You should know that directors of companies are answerable To their shareholders for ensuring that this process is properly Carried out. For legal purposes, there are several things that must be done in The course of due diligence. First, you have to obtain proof that The target business owns key assets such as property, Equipment, intellectual property, copyright and patents. Another Thing that you should do is to get the details of past, current or Pending legal cases. Look at the contractual obligations that the Business has with its employees (including pension obligations), As well as contractual obligations with customers and suppliers. Here, one has to think about any likely or future obligations. It's Also important to consider the impact that a change in the Ownership of the business may have on existing contracts. As I Said, due diligence is routinely conducted by a lawyer. Now let me move on to the deal stage. When you are considering general terms of a potential deal, you'll probably Look for certain confirmations and commitments from the seller of the target business. These'li provide a level of comfort about the deal. They're also indications of the seller's own Confidence in their business. A written statement from the seller or buyer that provides Assurance of a key fact relevant to the deal is known as a Date: 2015-12-11; view: 1366
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