Business acquisition – lawyer assists with buying and selling
A business acquisition is a complex process where the ownership of a business is transferred to a buyer. A business acquisition can be a share transaction or an asset deal, and involves a due diligence review, a purchase agreement and a transfer. Lakiasiaintoimisto A&Co. Legal Oy helps with business acquisitions comprehensively. Our lawyers ensure that the transaction is correct and that risks are managed.
How does a business acquisition proceed?
A business acquisition usually begins with a letter of intent, where the parties agree on the principles of the transaction. After that, the buyer conducts a due diligence review, which investigates the company's finances, contracts, employees and risks. Based on the due diligence, a purchase agreement is made, defining the purchase price, terms and liabilities. The transaction is completed when the purchase price is paid and ownership has transferred.
Share transaction and asset deal
A business acquisition can be a share transaction or an asset deal. In a share transaction, the buyer purchases the company's shares and the company transfers in its entirety – with its contracts, employees and obligations. In an asset deal, the buyer purchases the company's business – customers, contracts and assets – but not the company itself. A lawyer advises which transaction type suits your situation and drafts the agreement correctly.
Due diligence – risk review
Due diligence is the most important phase of a business acquisition. In it, the buyer investigates the company's finances, contracts, employees, legal risks and other factors that may affect the value or terms of the transaction. Due diligence can reveal hidden risks – contract breaches, employment law problems, tax risks or other obligations. A lawyer conducts or coordinates the due diligence and warns of potential problems.
Purchase agreement and warranties
The purchase agreement is the most important document in a business acquisition. It defines the purchase price, payment terms, transfer date, seller's warranties and liabilities, and other terms. The seller usually gives warranties – assures that the company is in a certain condition and that certain things are in order. If the warranties are not met, the buyer can demand a reduction in the purchase price or damages. A lawyer drafts the purchase agreement and ensures it protects your interests.
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Need help with a business acquisition?
Book an appointment with a lawyer or submit a request online. We help with due diligence, the purchase agreement and completing the transaction.