Mergers and Acquisitions

A business can develop into different directions, which in their turn can represent separate businesses or accumulate significant assets; a time comes when those assets need to be protected from the risk of the operating business.

Further to the above, usually at some time the individual independent businesses need to be separated, or the accumulated assets need to be separated in order to be better protected, or a holding structure is to be formed with a clear parent company that provides group management, marketing and administration of developed businesses.

Mikinski & Partners Law Office can offer the best way to restructure your business by preserving your company’s history or by reorganizing available assets, liabilities, goods and materials.

Some of the services we can provide include:

  • Mergers & Acquisitions of Commercial Companies is a fast and financially profitable way to transform assets and activities into one or more companies, which allows exceptional flexibility and variability according to the specific needs of each individual entrepreneur. The transformation process requires extremely high legal, accounting and tax competence of the person(s) who will be engaged in it. Our service involves:
    • analysis and identification of the client’s business goals;
    • identification of the legal specifics of the transaction – whether it is between family companies, partner companies or independent third parties;
    • preparation of a plan, including separate stages of the transaction, as well as the terms for their implementation;
    • consultations and negotiations between the parties to determine the essential elements of the transaction;
    • performing due diligence or taking part in the due diligence process for transactions in which the client of the Office is the seller;
    • consultancy on tax issues and analysis of the tax effects of the transaction;
    • joint work with local lawyers and consultants when cross-border transformations are involved;
    • negotiating the essential agreements, signing the relevant documents, public announcement of the transaction before the competent authorities, closing of the transaction.
  • Cross-Border Mergers & Acquisitions are transformations in which both Bulgarian companies and companies from Member States of the European Union are involved. The complexity and difficulty of the service requires in-depth theoretical and practical legal, tax and financial knowledge. The cross-border reorganization process also requires skills to manage and coordinate each step of the project both at the local level and with foreign companies, their lawyers and consultants. It is this complexity of our experts which has turned our Office into a preferred professional partner in cross-border reorganizations.
  • Buying a Sole Proprietorship is a procedure through which our customers are able to preserve the history of their business by transferring the activities of the sole proprietorship to a newly established or any other selected company without additional tax burden. The process of buying a sole proprietorship is a lengthy and complex procedure, the finalization of which requires both legal and tax knowledge. As a result, our clients continue to conduct their business without being liable for company debts with all their personal property.
  • Due Diligence, which aims to provide customers with information on making a decision to buy or sell a business. As a result of our service, our client will be able to get a clear idea of the state of the business he or she owns or of the business he or she is interested in buying, and will be able to argue and convincingly defend his or her position to the other party. The purpose of the due diligence when a purchase and sale is involved is to examine all significant legal relationships (contractual, property, administrative, etc.) to which the enterprise is a party to, and to inform the investor about the evident and hidden risks that may occur in the future (following the purchase of the business).
  • legal adviceontaxissues aimed to create a sufficient understanding of the client on the current tax issues and to provide the necessary information to make the most proper management decision.
  • tax advice on transactions with enterprises – this service may become helpful both in the ordinary course of business and in the processes of internal reorganisation of businesses and/or various transactions with enterprises (merger, acquisition, split-off, buy-out, change in legal form, etc.).
  • crypto currencies tax treatment.
  • accounting and tax treatment of transactions with immovable property and financial assets.