We are entering a particularly “high risk period” for private company directors due to the uncertainty related to impacts of COVID-19. In this article, Andrew Windybank, Corporate Principal, provides some timely observations on the duty of care and diligence and the importance of company directors satisfying this duty to avoid potentially onerous civil penalties.
COVID-19 has already had a material impact on small to medium business owners. Amid growing concerns that insolvency rates will spike as many businesses struggle to weather the storm, we thought it sensible to alert our clients to a few key elements arising out of the Government’s announcement on Sunday and referred to as the ‘second economic stimulus package’. The measures are designed to alleviate concerns by providing temporary relief for financially stressed businesses, including by way of reprieve from personal liability for directors facing questions concerning solvency.
Purchase price adjustments are commonly used in M&A transactions to ensure that the agreed value for the purchase of shares or assets is realised. In this article, we consider the importance of having a well-drafted purchase price adjustment mechanism in a sale contract to avoid unintended outcomes.
How should merging parties operate to avoid civil or criminal prosecution? In this article, Andrew Windybank and Emma Morris of our Corporate & Commercial team consider 'gun jumping' in the context of M&A transactions.
In this article, Andrew Windybank, Principal of our corporate and commercial law group, considers how recent cases have dealt with issues relating to intention of the parties when entering into preliminary agreements.