Mergers and acquisitions

Due to the long process made of many stages, in mergers and acquisitions an interdisciplinary approach is necessary and transactions, including all legal, tax and organisational aspects, must be coordinated.

The demanding market, which changes all the time, often makes entrepreneurs join forces, transform enterprises, sell or buy companies.

The Ślązak, Zapiór and Partners Law Firm has rich experience in preparing and managing mergers and acquisitions in many sectors. We provide comprehensive legal and tax services by ensuring safe and efficient mergers and acquisitions, as well as purchase and sale of companies, enterprises, tangible and intangible assets. We also support organisational and legal transformation, including the restructuring of companies and capital groups.

We have experience in such projects like:

  • purchase and sale of enterprises or organised parts of enterprises;
  • purchase of shares;
  • business transformation, combination and division;
  • capital investments in companies (including start-ups);
  • buyout by managers;
  • increase and decrease of share capital;
  • issue of bonds and other securities;
  • acquisition of debt funding and capital;
  • development and implementation of the reorganisation of companies and capital groups.

In all transactions, we provide legal and tax support at each stage of the process:

  • we conduct a legal and tax due diligence analysis, including support for a seller during the delivery of documents (VDR organisation);
  • we develop legal structures and paths of the transaction and advise on the choice of an optimum model; we also implement operations, like transformation, preceding target transactions;
  • we prepare draft transaction documents and take part in related negotiations;
  • we prepare requests to and represent our clients during proceedings before the Office of Competition and Consumer Protection;
  • we represent our clients in registration proceedings and tax interpretation procedures;
  • we support our clients in negotiations with representatives of local communities and prepare draft documents on labour law (like contracts or collective agreements);
  • we provide support in negotiations with financial institutions or creditors;
  • we advise on the entrance of a buyer into the organisation of an acquired entity, including the regulation of legal and administration status.

Selected mergers and acquisitions handled by our Law Firm:

  • comprehensive legal advice on the issue of bonds of approximately PLN 1.2 billion to banks;
  • legal and tax support in the optimisation and restructuring of a capital group in the transport sector, including conceptual work, risk analysis (including legal and tax due diligence) and implementation, including business combinations;
  • legal aid during the optimisation and restructuring of a capital group in the electrical machinery sector, including conceptual work, risk analysis, implementation and legal due diligence, support in business combinations;
  • comprehensive legal and tax advice during the consolidation of capital group companies in the mining-related sector, including, without limitation, legal and tax due diligence of companies, conceptual work, business combinations;
  • legal advice on division through separation of a limited liability company in the sector of new technologies;
  • legal advice on merger through acquisition of entities in the financial sector, including legal due diligence of an acquired company;
  • coordination of the purchase of shares in a capital company by a mining undertaking (including legal due diligence) and consolidation of companies after purchase;
  • legal advice on and coordination of the acquisition of shares of an insurance undertaking, including legal due diligence;
  • legal aid in the sale of shares in a company of a food sector to an investor with foreign capital.

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