Advisory

Negotiation & contract drafting

The firm assists its clients in negotiating, structuring, and drafting their commercial and partnership agreements, ensuring that each contractual commitment accurately reflects the objectives pursued while managing the associated legal risks.

Contracts are a central tool in business operations. If poorly drafted or inadequately secured, they often give rise to complex disputes. The firm’s role is therefore to identify and manage contractual risks, clarify the rights and obligations of the parties, and ensure the overall consistency of business relationships.

The firm works with its clients both during the negotiation of key terms and in drafting tailor-made agreements, adapted to the needs of each transaction and the practices of the relevant industry.

Share Deal

Transactions involving the sale or acquisition of businesses, equity investments, or share capital reorganisations are pivotal moments in a company’s life. Beyond the legal mechanics of the transaction, they raise strategic, financial, and human considerations that call for a comprehensive and controlled approach.

The structuring of the transaction, the anticipation of risks, and the securing of post‑acquisition balances are decisive to the success of the project.

In this context, the firm acts at every stage of the transaction process, from the preparatory phase through to completion, notably through:

legal structuring of sale and acquisition transactions;
conduct and analysis of legal due diligence;
negotiation and drafting of transaction documentation (letters of intent, share/asset sale agreements, asset and liability warranties, shareholders' agreements, and closing documents);
coordination with other advisers involved in the transaction;
support through closing and in the management of post-acquisition matters.

Asset Deal

The firm assists sellers and buyers in business asset sales at every stage of the transaction. These transactions, which are often critical to the continuity or growth of a business, require a rigorous approach that takes into account legal, contractual, and operational considerations.

The process begins with an analysis of the business’s legal status and the identification of potential issues that could affect the valuation or the security of the transaction. The firm then assists its clients in structuring the sale, negotiating key terms, and drafting the necessary documents.

Our support includes, in particular:

conducting pre-acquisition legal due diligence;
defining the scope of the assets and rights transferred (customer base/goodwill, leasehold rights, contracts, licences);
negotiating and drafting letters of intent, sale undertakings and definitive transfer documents;
securing the warranties and indemnities given by the seller;
completing the statutory filings and formalities required for the transfer.