Ranked Tier 3 in The Legal 500 UK 2027, our share and asset acquisitions lawyers advise buyers on structuring, negotiating and completing acquisitions of companies, businesses and commercial assets.
The most appropriate structure depends on the nature of the target business, the buyer’s objectives and the commercial risks involved.
A share acquisition may preserve contractual and operational continuity, while an asset acquisition may allow the buyer to select the elements of a business it wants to acquire.
However, neither approach is automatically preferable.
Tax treatment, third party consents, financing arrangements, employee obligations, regulatory approvals and the seller’s position can all influence the decision.
We work alongside accountants, tax advisers and other professionals to help clients assess the options before committing to a transaction structure.
Our objective is to ensure the legal arrangements support the commercial rationale for the acquisition rather than creating avoidable complications later.
Buying a business involves more than agreeing a purchase price. Understanding what is being acquired, and the risks associated with it, is essential.
Our corporate lawyers conduct and coordinate legal due diligence, focusing on matters that could affect valuation, negotiations or the buyer’s willingness to proceed.
Depending on the transaction, this can include:
We provide practical recommendations on how identified issues should be addressed.
This may involve negotiating additional contractual protections, changing the transaction structure, consents or agreeing specific actions before completion.
The purchase agreement is central to allocating risk between buyer and seller.
Our share and asset acquisitions lawyers prepare and negotiate transaction documents that reflect the agreed commercial terms and provide appropriate legal protection.
Particular attention is given to warranties, indemnities, limitations on liability, consideration mechanisms and completion obligations.
Where part of the purchase price is deferred or linked to future business performance, we advise on drafting provisions that clearly define how payments are calculated and when they become due.
We also address restrictive covenants, transitional arrangements and the seller’s continuing involvement where relevant.
Our approach is to concentrate on the provisions that genuinely affect the buyer’s commercial position while avoiding unnecessary negotiation over issues of limited significance.
Acquiring a company or business in another jurisdiction can present additional challenges, particularly where different legal systems, regulatory requirements and commercial practices are involved.
IMD Corporate advises UK businesses pursuing international acquisitions and overseas investors acquiring businesses in the UK.
Our experience includes advising a major European manufacturer on its approximately £10 million acquisition of a UK competitor, as well as a NYSE-listed risk exchange platform valued at approximately US$4 billion on multiple acquisitions across the UK and Europe.
Cross-border acquisitions may require consideration of foreign investment restrictions, regulatory approvals, international financing, tax structuring and the enforceability of transaction documents.
Where legal advice is required outside England and Wales, we coordinate with overseas lawyers and other professional advisers while managing the UK legal aspects of the transaction.
We aim to provide clients with clear advice and coordinated execution, even where the transaction involves several jurisdictions.
IMD Corporate’s Corporate & Commercial team is ranked Tier 3 in The Legal 500 UK 2027.
Our share and asset acquisitions lawyers understand that acquiring a business is a commercial investment, not simply a legal exercise.
We provide direct access to experienced lawyers who remain closely involved in negotiations, due diligence and transaction execution.
Our boutique structure allows us to respond quickly, work effectively with other advisers and concentrate on resolving issues that could affect completion.
Whether you are considering your first acquisition, expanding an existing group or acquiring a business in another jurisdiction, early legal advice can help establish the right approach.
Our lawyers provide commercially focused advice throughout the acquisition process, helping clients understand risks, negotiate transaction terms and move towards completion with confidence.
To discuss an acquisition, contact IMD Corporate on 0330 107 0106 or request a free call back.
We pride ourselves on delivering commercially minded legal solutions grounded in integrity, collaboration and a genuine commitment to client success.
We provide:
There are many reasons why you might consider restructuring your business or changing the way you are organized. You may need to streamline operations, reposition yourself in the market, prepare for an exit, facilitate growth, raise capital, ringfence your exposure to risk and liability, refinance borrowing, consolidate debt or avoid a collapse into insolvency.
Every business needs a corporate governance and compliance strategy to direct and control the way in which business is run and to ensure that any generic or sector specific rules and regulations are adhered to. This is the case whether you are a start-up business or an established enterprise and whether you operate as a company, a partnership or an LLP.
Our corporate solicitors draft and negotiate directors service agreements to align with your commercial goals, governance requirements and legal obligations.
Nobody likes nasty surprises, particularly in business, which is why due diligence has developed as a necessary prerequisite for commercial transactions where it is vital that you know what you are letting yourself in for before you commit to proceed.
Converting your business from a privately owned company to one in which the public car invest, is a complex process that can only be navigated with the help of specialist advisors. This is particularly true where your chosen route to becoming a plc is to apply to be listed on the London Stock Exchange where you will need the support of a sponsor, and underwriter, a lawyer, a broker and a reporting accountant.
If you are on the brink of setting up a business then your focus is likely to be on key issues like securing the money you need to get off the ground, finding premises from which to trade, recruiting members of staff and building a loyal customer base.
Why us?
Our team is adept at handling intricate cases involving international elements, such as division of assets across borders, child abduction and child relocation. This makes us particularly suited for individuals with international family or business ties.
We are proud recipients of multiple national awards, a testament to our commitment to legal excellence. Our awards reflect our high standards and dedication to achieving the best outcomes for our clients. You can check the list of our awards by clicking here.
Our clients’ satisfaction speaks volumes about our services. We invite you to read the glowing testimonials on ReviewSolicitors, which showcase our ability to exceed client expectations.
Our firm has a proven track record of successfully handling complex legal cases, particularly those involving cross-border elements. Our expertise is especially beneficial for individuals seeking sophisticated legal solutions.
At IMD Corporate, we recognise the significance of cultural nuances in legal matters. Our team, with its diverse cultural backgrounds, is uniquely positioned to understand and empathetically address the specific needs of clients from various international communities.
We believe in a client-centric approach, offering personalised and compassionate legal advice. Understanding that each case is unique, we tailor our strategies to suit individual client needs.
Beyond family law, we offer a wide range of legal services, making us a one-stop solution for all your legal needs, whether personal or business-related.
We believe in empowering our clients with knowledge. Our team ensures that you are well informed about the legal processes and your options, enabling you to make educated decisions.
Our extensive network of international legal and professional contacts allows us to efficiently handle cases that span multiple jurisdictions, providing a seamless legal experience for our clients.
As a reputable law firm, we adhere to the highest ethical standards, ensuring transparency, integrity, and professionalism in all our dealings.
If you need legal advice, contact us today to request a free callback. Please note that all meetings are by appointment only in all our offices.
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A share acquisition involves purchasing shares in a company, which continues to hold its existing assets and liabilities. An asset acquisition involves purchasing specified assets and potentially assuming agreed liabilities. The appropriate structure depends on the transaction’s commercial, legal and tax considerations.
An asset acquisition may allow a buyer to avoid assuming certain liabilities, but it does not eliminate risk. Employee transfer rules, contractual obligations and other legal considerations can still apply. Each transaction requires individual assessment.
Common documents include confidentiality agreements, heads of terms, due diligence enquiries, share or asset purchase agreements, disclosure letters and completion documents. Additional agreements may be necessary depending on the transaction.
Yes. UK companies can acquire businesses overseas, subject to applicable local laws, investment restrictions and regulatory requirements. We advise on the UK aspects and work alongside overseas legal advisers where necessary.
The timetable depends on the complexity of the business, due diligence findings, financing, regulatory requirements and negotiations. We help clients identify potential delays early and establish a realistic transaction timetable.
Ideally, before signing heads of terms or committing to a particular acquisition structure. Early advice can help identify risks, establish negotiating priorities and avoid difficulties later in the transaction.
