Brexit—impact on private M&A transactions [Archived]

The following Corporate practice note provides comprehensive and up to date legal information covering:

  • Brexit—impact on private M&A transactions [Archived]
  • Due diligence
  • Cross border transactions
  • Geographical structure and potential for business interruption
  • Regulatory approvals and registrations
  • Licences and consents
  • Intellectual property rights
  • Potential for termination of material contracts
  • Recognition of legal personality and limited liability
  • European branches
  • More...

Brexit—impact on private M&A transactions [Archived]

ARCHIVED: This archived Practice Note looked at the potential effect of Brexit in the period prior to 11pm (GMT) on 31 December 2020 (IP completion day) on private M&A transactions, ie transactions involving the sale and purchase of shares or the business/assets of a private limited company or unlisted public limited company pursuant to either a share purchase agreement (SPA) or an asset purchase agreement (APA). For information on the effect of Brexit on private M&A sale and purchase agreements following IP completion day, see Practice Note: Brexit—IP completion day impact on private M&A sale and purchase agreements.

At 11pm UK time on 31 January 2020 (exit day), the United Kingdom left the European Union in accordance with a ratified Withdrawal Agreement between the UK and the EU.

The UK is now regarded by the EU as a ‘third country’, ie it is a country that is not an EU Member State or a member of the European Free Trade Association (EFTA). Nevertheless, in accordance with the Withdrawal Agreement, the UK’s relationship with the EU is currently in a transition period (referred to in the UK as the ‘implementation period’). During the implementation period, the UK remains bound by existing and new EU laws and subject to the jurisdiction of the Court of Justice of the European Union. However, it

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