An M&A deal is not a single contract but a sequence of decisions: the structure, the due diligence on the target, the seller’s warranties, the settlement mechanics and post-closing protection. A mistake at any stage passes to the new owner.
When to get in touch
- you are planning to buy a company or a share in a business
- you are preparing a business for sale
- the deal needs to be structured and the risks allocated
- an investor or several co-owners are involved
What the lawyer does
- chooses the deal structure: a share purchase or an asset purchase
- organises the legal due diligence on the target
- prepares and negotiates the share purchase agreement and the parties’ arrangements
- works through the seller’s representations and warranties and the liability mechanics
- handles closing and the registration actions
- prepares the corporate documents for the new ownership structure
Legal basis
The transfer of a share in a company’s charter capital to other members or to third parties is governed by Article 21 of the Law of Ukraine “On Limited Liability and Additional Liability Companies”; a member’s pre-emption right by Article 20. Significant transactions and related-party transactions must follow the procedure set out in Articles 44 and 45. Changes in membership are subject to state registration under the Law of Ukraine “On State Registration of Legal Entities, Individual Entrepreneurs and Public Formations”.
Legislation and case law are updated over time; this page reflects the position as of August 2026.
Frequently asked questions
Should I buy the shares or the assets?
That is the key decision in the deal: a share purchase brings the company’s liabilities with it, an asset purchase only the assets identified. We decide after the due diligence.
Is the other members’ consent needed to sell a share?
The members’ pre-emption right (Article 20 of the Law) and any restrictions in the charter have to be taken into account.
Need legal assistance? Call us or leave a request — a lawyer will contact you and explain what to do in your situation.
How we work
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You submit a request
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We analyse your situation
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We prepare a strategy
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We implement the solution
Similar services
- Legal due diligence
- Corporate governance and compliance
- Business registration: sole traders and companies
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2020
year founded
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9
attorneys on the team
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11
practice areas
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24/7
client support