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Mergers and Acquisitions

If you are in the early or advanced stages of planning a company merger or acquisition, it is essential to have legal expertise at your side to guide you through the process. 

Over the past 30 years, Lavelle Partners have assisted many small, medium, and large business entities across Ireland to undertake strategic mergers and acquisitions.  It is this experience that enables us to add a great deal of value to key business transactions of this nature.  Not only will we carry out the necessary due diligence process and legal steps to complete your merger, sale or purchase, we will offer guidance and make recommendations which will ensure you achieve an outcome which is in your short, medium, and long-term interests.

Our merger and acquisition services

Our corporate and commercial Solicitors are business people at heart.  They understand what motivates all parties to mergers and acquisitions, and can manage the whole process on your behalf, including:

  • Understanding your commercial objectives
  • Defining a merger or acquisition strategy which meets your commercial objectives
  • Assessment and communication of the legal and financial implications of a merger or acquisition
  • Managing the funding requirements for your merger or acquisition
  • Drafting the heads of agreement for a merger or acquisition
  • Completion of the due diligence process
  • Drafting and negotiation of the transaction documents
  • Completion in a timely manner and achievement of all key transaction dates.

What is a share purchase?

Companies are most commonly acquired through share purchase in Ireland.  By purchasing all of the shares of a company, you are effectively taking ownership of all aspects of the business.  This approach makes the acquisition of assets and subsidiaries more straightforward when compared to an asset sale, and likewise all employees are acquired, with no change in employment status.  Share purchase usually involves fewer consents and approvals.  Stamp duty of 1% is payable on the shares. .

It is important before proceeding to verify if there are any restrictions of share transfer which may apply under the Companies Act 2014 (Companies Act), the company’s constitution or under any shareholder agreements in place. 

A Solicitor specialising in corporate law will be able to advise you further based on the details of your proposed transaction.

Company mergers in Ireland

Under the Companies Act 2014 (the Act), Irish companies can be merged by means of a summary approval procedure (SAP), or via a special resolution made by the Court.  Under the SAP method, no Court approval is required.  Mergers can be carried out using three primary methods:

  • Acquisition.
  • Absorption.
  • Formation of a new company.

Under the Act, on approval of the merger, all assets and liabilities are transferred to the successor company, with the transferor being wound up.

Why Choose Lavelle Partners?

  • Our corporate and commercial law team, headed by Gríana O’Kelly and including partners Michael Lavelle, and Marc Fitzgibbon, have a wealth of practical knowledge and experience in relation to mergers and acquisitions in Ireland.  We are business people at heart, and will work tirelessly to ensure your business interests are represented and goals achieved.
  • With a corporation tax rate of 12.5%, Ireland is a key destination for businesses seeking a domicile with access to the EU and a stable political framework.  Our corporate and commercial lawyers have successfully advised numerous organisations, ranging from multi-nationals to tech start-ups on launching in the Irish market.
  • We are personally invested in our clients’ success.  As such, we help you tackle problems and capitalise on opportunities swiftly.  If a conventional solution does not achieve your objectives, we will challenge it, disrupting conventional ways of thinking to create a result that works for you.
  • When it comes to making decisions, our experience and knowledge give us the confidence to make decisions quickly, a crucial factor in Mergers and Acquisitions.

What our clients say

‘Great breadth of expertise. If a particular partner doesn’t have the expertise then effective handover to the appropriate partner who does. Very much a can-do attitude.’

The Legal 500, 2022

‘Lavelle Partners bring a very partner led and hands on approach to transactions which is why I like using them.’

The Legal 500, 2022

‘Direct and prompt access to the “right” person in the practice was a major feature of the process, particularly as we did not have any internal experience of the process. Lavelle Partners provided us with the advice and comfort we needed to complete the same.’

The Legal 500, 2022

‘Griana O’Kelly has great listening skills, really makes sure she understands the brief before launching into the work … also very open to client input at the drafting stage so that legals reflect the nuances of the commercial arrangements agreed.’

The Legal 500, 2022

‘Griana O’Kelly is very good to deal with and she is very efficient in getting transactions closed.’

The Legal 500, 2022

‘The process was lead by Griana O’Kelly who led her team at all times. It was also very comforting to see that Griana had full oversight of the complete process and her five colleagues who complemented each other in delivering a comprehensive and complete conclusion to the process.’

The Legal 500, 2022

For further information on how we can help you with mergers and acquisitions in Ireland and the EU, please contact Lavelle Partners in confidence on (01) 644 5800.

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