Mergers and acquisitions, Due Diligence

We provide comprehensive legal services for capital investments involving the acquisition of business entities in the form of their purchase and/or merger with the acquiring company, as along with privatization processes of companies owned by the State Treasury. We offer assistance and professional advice at every stage of such projects.

We consider the Firm’s experience in conducting due diligence surveys, which allow us to reliably assess the potential and risks of capital investments, to be particularly valuable. In due diligence, the role of the Law Firm is not limited to legal aspects only. Drawing on our experience from the surveys we conduct, we also offer comprehensive due diligence, including tax, environmental and operational analysis of the audited entity, leading a consortium of firms that specialise in particular areas.

When the law firm’s client is a target company, we advise on the drafting and negotiation of investment agreements with investors, setting out the terms of the investor’s acquisition of shares and the mutual obligations of the parties.

The services provided by the Firm include, in particular:

• Collaboration in the search for entities to be acquired.
• Comprehensive advice and negotiation support in the acquisition of state-owned entities.
• Carrying out preliminary analyses of legal and asset status.
• Development of takeover strategies for companies, including those involving investor actions in the absence of consent from the management and other bodies of the target company (so-called hostile takeovers).
• Conducting detailed surveys of acquired entities against documentation and on-site visits, yielding reports and risk assessment of capital investments (due diligence).
• Representing clients during negotiations with financial institutions.
• Development of transformation plans, mergers and the necessary documentation of the process of acquiring companies and other business entities.
• Advising on the process of negotiating investment agreements, both on the investor side and on the target entity side.
• Development of corporate documents of target companies, including draft amendments to the articles of association of limited liability companies or the articles of association of joint stock companies.
• Implementing new corporate governance.
• Representing clients in proceedings before the National Court Register and before financial supervisory authorities.
• Legal advice and legal representation before courts and public administration bodies.
• Representing clients in merger notification proceedings.
• Development of proposals for the acquisition of shares of state-owned companies.