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.
2
Q
Due Diligence
Enquiries Should be Sent to:
A
- The Vendor
- Companies House
- Land Registry
- Credit Agencies
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
4
Q
Heads of Agreement
What are Heads of Agreements?
A
Non-Binding Preliminary Agreements Outlining Main Issues of a Commercial Transaction.
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
6
Q
Heads of Agreement
On Breach of Warranty, Courts Can Award:
A
- Damages
- Contract Rescession (Less Common)
7
Q
TUPE Regulations
TUPE Applies in Two Main Scenarios:
A
- A Business Transfer
- Service Provision Changes