Specific transaction conditions

Introduction

Depending on the subject of the transaction, it is sometimes necessary to reflect additional legal aspects related to the target or the scale of the operations of the participants or the target. The specific conditions most frequently encountered arise under environmental law, employment law, regulations […]

Environmental issues

Issues under environmental law in an M&A transaction should be identified separately for transactions in which there is a change of shareholder (share deals) and for transactions involving an enterprise, an organised part of an enterprise, or other assets (asset deals). The risks should then […]

Employment law issues

Employment issues in M&A transactions should be considered separately for share deals (involving changes in partners or shareholders), and for asset deals (involving an enterprise, an organised part of an enterprise or other assets), which result in a change of the employer by operation of […]

Issues under finance and banking law

Existing debt/security interests In order to obtain information about all security interests encumbering the assets of the company or its shares, it is important, in addition to obtaining statements from the seller, also to examine the relevant registers for intangibles and movables as well as […]

Competition law issues

The main aspects of competition law applicable to M&A transactions — apart from merger clearance by the competition authority — concern contractual restrictions related to the transaction, particularly non-competition clauses and confidentiality obligations. In other words, assuming that the concentration itself receives clearance, it then […]

Real estate issues

When selecting the form of the transaction, it is important to reflect the benefits or limitations connected with transactions involving real estate located in Poland. Asset deal In an asset deal, due diligence with respect to proper acquisition of title to real estate may be […]