Legal update: How to deal with the commercial and regulatory issues

Published: Monday 6 December 2021

Maintaining confidentiality in M&A transactions is mission critical and takes meticulous planning. Share information only on a strictly need-to-know basis, use properly drafted non-disclosure agreements and consider private emails for sensitive exchanges - and whatever you do, watch what you say at the kitchen table.

Though largely non-binding, transaction heads of terms are where you set the ground-rules for the future negotiations. Bargaining positions are generally weakened by trying to change them once signed, so it is worth investing in specialist financial and legal input to get them right, particularly around issues such as deferred consideration, exclusivity and restrictive covenants.

Regulators are a law unto themselves and operate to their own timescales. It is never too early to start planning for M&A regulatory approvals and consider carefully all your options for the future regulatory regime you need or want to operate within. Also, be mindful of your data protection obligations in connection with the sharing of client or staff information, however well redacted - the Information Commissioners Office has M&A transactions as an area of high risk focus and the penalties are scary.

Key contacts

Andy Harris
Andy Harris
Partner
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Jon Cartwright
Jon Cartwright
Partner
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Patricia Kinahan
Patricia Kinahan
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Jack Hayman
Jack Hayman
Senior Manager
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