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Corporate and M&A

Mergers & Acquisitions lawyers in London and Thames Valley

 

Our corporate legal team advises on all aspects of buying and selling businesses, management buy-outs and management buy-ins for deals up to £100m in value.  

Supported by a large, multi-disciplinary, specialist team of lawyers, we undertake a wide range of acquisitions and disposals. Our network of international law firms allows us to regularly work on international transactions. 

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“Very professional, knowledgeable and accessible lawyers.” 

Chambers and Partners

FAQs – Mergers & Acquisitions

The term ‘mergers and acquisitions’ refers to the purchase (and sale) of companies and businesses by individual and corporate buyers (and sellers). There are two broad categories of acquisition – ‘share sales’ and ‘asset sales’. The term ‘share sale’ refers to the purchase (and sale) of a company through the process of selling and transferring the ownership of its shares, whereas the term ‘asset sale’ refers to the purchase (and sale) of a business (which may be owned and operated by a company) through the process of selling and transferring the ownership of its assets.

Mergers and acquisitions can be advantageous for multiple reasons, including: enabling companies and businesses to become more profitable through purchasing already profitable companies and businesses, enabling companies and businesses to grow through acquiring more resources, assets and expertise, and enabling those who own a valuable company or business to receive money by selling such a company or business.

As well as potential rewards, there are potential risks associated with mergers and acquisitions; the main legal risks include the risks associated with the provision of warranties and disclosure. When selling a company or business, amongst other things, the buyer and the seller will usually enter into a share purchase agreement or an asset purchase agreement; as part of this agreement, the seller will usually provide ‘warranties’ (a ‘warranty’ is a contractual promise that a given state of affairs is true) about their company or business, but also qualify/negate these warranties by making disclosures against them in a disclosure letter. If, following the completion of the acquisition, the seller is found to have breached a warranty (against which there is not adequate disclosure), they could be sued for breach of contract by the buyer and be required to pay damages. Legal advice should be obtained by both the buyer and the seller of a company or business in relation to the warranties given and disclosure.

Related services

Advisory & governance

Company secretarial

Debt & funding

Employee Ownerships

Entrepreneurs and owner managers

Structures and reorganisations

Technology & start-ups

Key contacts
Ashan Arif

Partner

View profile

+44 118 960 4651
Stuart Mullins

Partner

View profile

+44 118 960 4672

Read, listen and watch our latest insights

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  • 12 October 2020
  • Corporate and M&A

Corporate Transparency and Register Reform

Following lengthy consultation that began in May 2019, the Government has now published its response to proposed changes to the role of Companies House, and increased corporate transparency amongst companies and legal entities. The consultation was vast, 1320 formal and unique responses were submitted.

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  • 06 August 2020
  • Corporate and M&A

Business Angel Investment in a post COVID-19 landscape: For Growing Companies

This article sets out the key themes covered in the Clarkslegal webinar. The webinar was hosted by Stuart Mullins, of Clarkslegal LLP, Steve Royffe, of the Dorset Business Angels.Angel Investing is equity finance where a high net worth individual (the “Angel”) or, syndicate/group of Angels, takes shares in your business in return for funds.
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  • 28 July 2020
  • Corporate and M&A

Series A – Equity Investment Landscape

In the second of our series on different stages of funding through the business life cycle, this webinar by Stuart Mullins, Clarkslegal, and venture capital investor Naoki Kamimaeda, Global Brains explores the Series A equity investment.
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  • 09 July 2020
  • Corporate and M&A

Had Enough? Winding your Business Down through the use of an MVL

The coronavirus pandemic has forced businesses to consider the way they operate and, in some instances, consider whether they have the ability to operate at all. Similarly, there will be many business owners who feel the risk of further pandemics in the future or business fatigue

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  • 11 June 2020
  • Corporate and M&A

Business Angel Investment in a post COVID-19 landscape: For Growing Companies

The lifeblood of capital for start-up and SME businesses is through equity funding and the future of the succession and growth of these businesses require equity investment.
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  • 09 March 2020
  • Corporate and M&A

Warranties and Indemnities in Share Purchase and Asset Purchase Agreements

The terms “warranties” “representations” and indemnities” are frequently used throughout the sale of assets or the sale of shares process.
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“We would recommend Clarkslegal as a leading corporate legal advisor in UK M&A due to their ability to work under a closed budget while keeping the highest professional standards and delivering a top professional advise under total availability, impressive technical-legal know-how and capacity to focus on the key matters at stake.”

Santiago Corredoira-Jack , Partner, Granahan McCourt Capital

“I highly recommend Clarkslegal for their outstanding expertise in M&A transactions and general corporate/commercial work. With a stellar reputation in the legal industry, Clarkslegal has demonstrated a deep understanding of complex mergers and acquisitions, offering invaluable guidance to clients navigating intricate deal structures.”

Jeff Lewis, General Counsel & Director, Kinectrics Inc

“We are very pleased with the support and advice received from on the recent acquisition by BMW Group UK.  With clear, concise and timely advice and management, Ashan and his team helped us navigate through some complex arrangements and seamlessly bridged the gap between the legal and commercial issues”

Amit Kotecha, Senior Legal Counsel – BMW Legal Affairs UK & Ireland 

“I was impressed with the speed, turnaround and frequency of communication in my dealings with Stuart Mullins, in concluding my share purchase.”

Nigel Keene, Managing Director, Whiteknights Estate Agents

“Ashan Arif is central to our working relationship – we have a high degree of trust and confidence in his work. He was interested in our business from the outset, clear about the firm’s capability and focus, and has provided high-value and cost-effective support.”

Legal 500

“Stuart Mullins was great at understanding what my needs were and responded in a timely manner every time. It was great to talk to someone who understood our situation and moved my transaction to completion efficiently and diligently. I really appreciated the extent to which Stuart explained everything to me regarding the transaction agreement, which gave me so much confidence when speaking to the purchaser”.

Jan Tupper, Proprietor, Arniss Equestrian Ltd

“I had an excellent experience working with Stuart Mullins. He was thoughtful, pragmatic, and extremely efficient. Thank you very much for all your hard work to get the deal across the line.”

Jerry Izard, Director, Independent Optics Ltd

Contact Ashan

+44 118 958 5321
Email Ashan