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Vol 23 No 5 May/June 2018

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Cover of Drafting Commercial Agreements

Drafting Commercial Agreements

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This book is now Out of Print.
A new edition has been published, the details can be seen here:
Sale of Shares and Businesses: Law, Practice and Agreements 4th ed isbn 9780414031784

Sale of Shares and Businesses: Law, Practice and Agreements 3rd ed


ISBN13: 9780414045163
New Edition ISBN: 9780414031784
Previous Edition ISBN: 9781847036032
Published: November 2011
Publisher: Sweet & Maxwell Ltd
Country of Publication: UK
Format: Hardback & CD-ROM
Price: Out of print



New edition of a comprehensive guide to the acquisition of businesses whether the acquisition is structured by way of a purchase of shares or a purchase of assets.

Includes explanations on the main issues which arise on such transactions. In addition to commentary, precedents are included in paper and electronic formats.

The new 3rd edition:-

  • Offers expert guidance on every part of the sale of a business so you can make sure everything is covered and nothing is missed out
  • Helps you draw up agreements for every type of business client using examples drawn from all sizes of transactions from the sales of small businesses to multi-million pound deals
  • Covers both buyer and seller view points
  • Goes through both the sale of shares and the sale of assets so that you always have the right advice and document templates to hand
  • Carries you through the process from pre-acquisition or disposal of a company so you’re fully prepared for any negotiations
  • Outlines the key principles of undertaking a business transaction from due diligence, warranties and indemnities

Subjects:
Company Law
Contents:
Preface
Acknowledgements
Tables;
PART 1: PRE ACQUISITION/DISPOSAL
1. Deal structures - shares or assets?
2. First Steps - Methods of Sale and Marketing
3. Heads of terms and exclusivity
4. Conditions precedent - consents, approvals, releases etc
5. Due diligence - general principles
6. Due diligence - financial
7. Due diligence - legal
PART 2: THE AGREEMENT
8. Sale and purchase agreements - share sales
9. Sale and purchase agreements - assets sales
10. Warranties and indemnities - general principles
11. Tax covenants, tax deeds and tax warranties
12. Paying the purchase price - consideration structures
PART 3: SPECIALIST AREAS
13. Sale by Individual/Trustee Sellers - Main Tax issues
14. Sale by Corporate Sellers - Main Tax issues
15. : Stamp duties
16. Accounting for acquisitions
17. : Financial assistance
18. : Competition law issues
19. : Property issues
20. : Environmental issues
21. : TUPE
22. : Pensions issues
PART 4: SPECIAL SITUATIONS
23. Offers for unquoted companies
24. Dealing with a lis