I usually get a bit concerned when potential buyers say they do not require legal due diligence on the target company or business. This is usually because they believe they already know the business or due to budget constraints. Unless the buyers are already involved in the management of the …

“We can sort this out,” I found myself saying to the person next to me when an unexpected issue arose. In corporate transactions, it’s inevitable that challenges may occur or things may go wrong. Instead of reacting with anger or stress, a more effective approach is to assess the situation …

When I’m deeply immersed in a corporate transaction, my days are consumed by deadlines, leaving little time for anything else. I gauge the passage of time by the events that unfold: the Olympics came and went, followed by the Hungry Ghost Festival in mid-August (7th lunar month), and now we’re …

In my previous post, I proposed alternatives for buyers facing budget constraints in conducting legal due diligence, including obtaining robust representations and warranties from sellers in sale and purchase agreements. However, buyers should note that contractual protection is not a substitute for legal due diligence for the following reasons: The …

As a corporate lawyer, I need to collaborate with others, whether with my team or external parties, while working on corporate deals. I review documents prepared by my team, which also require input from other parties. Similarly, I review documents prepared externally by other parties. My work often depends on …

When a buyer wants to acquire a company or business but has a limited budget for legal due diligence: 1. Searches Conduct all standard public searches. 2. Targeted due diligence Focus legal due diligence on: Key areas important to the buyer, i.e. why the buyer wants to acquire the company …

1. Eligibility of employees Is the scheme limited to employees of the holding company or includes its subsidiaries? What are the eligibility requirements of employees who will be considered for the scheme? (e.g. at least 18 years old, confirmed full time employee, minimum length of service and performance metrics). 2. …

After my recent post on “Draft, revise, review. Repeat,” reflecting my experience in equity capital markets work, someone asked if I ever get bored. The answer is, “Of course!” No deal is 100% interesting. The LinkedIn posts celebrating IPOs, M&As, or other corporate successes often skip over the long hours …

Draft, review, revise. Repeat. If you are an equity capital markets lawyer, this cycle is all too familiar. Send out a draft. Get comments from other advisers. If you are diligent, you’ll compare the draft you sent with the one you received. Accept changes, track amendments. Enlarge the view if …

When clients engage lawyers for legal due diligence or to draft a share purchase agreement, they are not seeking the most polished report or a perfect agreement. What they truly want is peace of mind from knowing that their concerns are addressed and their matters are in good hands. Similarly, …