Chapter 19: Sale of Shares and Assets Flashcards

(7 cards)

1
Q

Due Diligence

What is Due Diligence?

A

An Exercise to Determine the State of a Company Before Being Bought.

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2
Q

Due Diligence

Enquiries Should be Sent to:

A
  • The Vendor
  • Companies House
  • Land Registry
  • Credit Agencies
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3
Q

Due Diligence

A Purchaser Should Ask an Accountant to Prepare a Report Which Contains:

A
  • Assets and Liabilities
  • Suppliers and Customers
  • Managment Structure of the Business
  • Tax Information
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4
Q

Heads of Agreement

What are Heads of Agreements?

A

Non-Binding Preliminary Agreements Outlining Main Issues of a Commercial Transaction.

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5
Q

Heads of Agreement

What is a Warranty?

A

An Guarentee in a Contract.

e.g., Corporation Tax Returns are up to Date and Duly Submitted

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6
Q

Heads of Agreement

On Breach of Warranty, Courts Can Award:

A
  • Damages
  • Contract Rescession (Less Common)
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7
Q

TUPE Regulations

TUPE Applies in Two Main Scenarios:

A
  • A Business Transfer
  • Service Provision Changes
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