Legal services

Ensuring that the transaction is conducted in a legal and compliant manner is crucial in protecting your interests, particularly in terms of warranties, indemnities, and tax liabilities. Additionally, addressing any pending or potential litigation cases is essential.

When the company or business is purchased, it is typically done so by a specialised management team. In addition to the standard acquisition procedures, it is essential to establish Directors' Service Agreements, a Shareholders' Agreement, and Articles of Association.

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It is crucial to carefully review the share sale agreement, tax covenant, and tax indemnity to ensure that you are acquiring the assets you desire without unknowingly taking on any liabilities that were not agreed upon. 

Often structured by shareholders of two companies exchanging their shares in a new holding company through a share exchange agreement or transferring assets under an asset transfer agreement. This process allows for the consolidation of resources and expertise, creating a stronger entity with increased market presence and potential for growth.

Once the terms of confidentiality have been agreed upon, the parties must then determine the responsibilities for warranties and indemnities in a share sale agreement, as well as in a tax covenant or tax indemnity. 

Our firm typically focuses on domestic transactions, but we are open to considering international deals if they are a minor component of the overall transaction. This is due to our primary operations being based in the UK. Our target deal sizes range from £100,000 to £10,000,000, with a specific emphasis on providing services tailored to smaller and micro businesses rather than international corporate structures.