Knowing how to safely buy shares in a company (i.e., conduct a so-called share deal) is essential before proceeding with such an investment. Buying shares in a company is a serious transaction. It can be related to both your plans to completely take over the company, and your plans to profit from the fact that you will become one of several shareholders in the company. In either case, it is worthwhile to properly protect your interests.
At our law firm, we have been dealing with the purchase and sale of companies and their shares for more than a decade. We have experience in many complex transactions of this type. We will be a partner for you to ensure your security, the best possible conditions for the purchase of shares and bringing the transaction to completion.
For many years we have been working with investors or individuals who are planning or in the process of buying shares in a company. We know that it is important for them to receive comprehensive assistance. We provide support in the most important areas of the process of buying company shares.
Conducting due diligence
It is worth conducting legal due diligence on a company before you decide to buy shares in it. Its degree of thoroughness will depend on the type and size of that entity’s business. In the case of a large high-tech equipment manufacturer, it will be quite different from that of a company engaged in commerce and targeting consumers directly.
It is worthwhile to have knowledge about the state of the company and its operations, as this can protect you from a risky share purchase transaction. In addition, if you continue to express your desire to buy shares despite the discovery of irregularities through the investigation, you can negotiate a more favorable price for the transaction.
Identifying favourable payment terms
We will advise you on how to reasonably regulate the buyout of shares in a limited liability company or other company in terms of payment. It does not always have to be a one-time payment. Other possible forms are, for example, surcharges to the price already after the purchase of the company’s shares, depending on its financial performance in a given fiscal year.
Influencing the company operations
If you buy a minority share in the company, you should check whether you will have a real influence on the company operations. Will your consent be necessary to appoint the Management Board, make decisions on profit distribution or allow others to join the company in the future? These and many other issues need to be agreed between the buyer and the seller. We will advise you on how to secure your interests in this situation in the best possible manner.
Increasing the seller’s liability
Sellers most often do not want to take responsibility for the condition of the company in which they sell shares. For them, the very fact that they have been successfully running a business for years is the best proof that all is well with their company. However, buying shares in a limited liability company at a “bargain” price, resulting from the fact that the seller does not take responsibility for the condition of the company being sold, can cause problems.
We will take care of your safety and recommend the seller’s scope of liability that will best suit the transaction. We will decide which business operations are the most risky and how to properly protect you against their effects.
Sellers during the process of selling shares usually resort to the support of law firms experienced in transaction law. To have the same chances for a successful transaction you should use the help of lawyers with adequate legal knowledge and experience. We are able to take proper care of securing your interests, as we have already successfully carried out many similar projects.
We have gained experience over many years in major national and international law firms, where we mainly dealt with transactions of sale and purchase of companies, as well as their shares.
We will guide you through the entire procedure for buying shares and answer every transaction-related question you might have. We will help you draft a letter of intent, in which the buyer and the seller agree on an action plan, and take you through target company evaluation process (due diligence investigation). We will also draft a purchase contract and take part in negotiations on the transaction.
Most buyers do not know how much the shares they are buying are actually worth. We work closely with certified business valuation experts. With reliable and easy to understand valuation services, you can rest assured that you will not overpay.
‘We are always personally involved in each transaction we conduct. Buying shares is too serious and unconventional issue to be entrusted to someone less competent. Your transaction is always a priority to us, and for that reason we will devote the maximum of our attention and commitment to your ventures.’
‘We are always personally involved in each transaction we conduct. Buying shares is too serious and unconventional issue to be entrusted to someone less competent. Your transaction is always a priority to us, and for that reason we will devote the maximum of our attention and commitment to your ventures.’
Tomasz Dulewski is an attorney-at-law and co-founder of the firm. Prior to opening it, he worked for nearly a decade in the largest law firms in Poland. He specializes in legal support of company sales transactions and due diligence. He has experience in cooperation with individual investors, investment funds, as well as foreign capital groups. He also conducts negotiations in English and prepares transaction documentation in English.
Jakub Sikora is an attorney-at-law and co-founder of the firm. He previously worked for many years in international law firms operating in Poland. Together with mec. Dulewski, he handled transactions for the sale of companies with a value ranging from PLN 2 to over PLN 200 million, including to foreign entities. He also conducts negotiations in English and French and prepares transaction documentation in English.
We value the time of our clients. We are aware that many of them wish to immediately consult their legal problem with an expert. This is what we are for.
Tomasz Dulewski
co-founder of the law firm
Jakub Sikora
co-founder of the law firm