Company Due Diligence in Spain

Updated on Friday 18th August 2017

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Every foreign investor who wants to make a company acquisition should firstly perform company due diligence for finding out as many information as he/she can about his business partners and the businesses they manage. The accounting and legal matters are the most important ones and they are the top priorities of our lawyers in Spain who will make the company due diligence report. The important aspects of the due diligence report can be used by foreign entrepreneurs when they will negotiate the terms of a merger/acquisition or purchase of a Spanish company. The report will include a short history of the company results and an evaluation of the prospects, so the clients would know from the very beginning the risks and the opportunities which come together with the business. The report can also include details about the manufacturing operations, financial procedures, human resources etc.

The content of a company due diligence report

The due diligence report made by our law firm in Spain will highlight the advantages and disadvantages of doing business with a certain company. Our lawyers can also provide legal assistance for negotiating a contract or concluding a deal. The content of a due diligence report will be decided according to your business’ needs and the local regulations. This way you will avoid taking a decision which can cost you money and time in the future because you haven’t known from the very beginning a few important details about your business partners.

We remind that our team can offer you full information about a certain company and details about its financial situation in the last years and other information which can be obtained from the local Trade Register.

The significance of company due diligence in Spain

The important aspects of the due diligence report can be used by foreign entrepreneurs when they start negotiate the terms of a merger/acquisition of a Spanish company. Besides that, a due diligence report will reveal the liabilities and the committees which at a certain point can change the value of the transaction or increase the securities for which the seller stays coerced to the buyer. Before making any purchase, it is best to ask for company due diligence and see how your future business presents regarding the financial situation among many others.

Why is company due diligence report necessary in Spain?

A due diligence procedure can reveal new factors or findings which can make the buyer change his/her mind, or the transaction can lose the economic viability. In many cases, before a due diligence procedure starts, the parties may conclude pre-contractual terms, but considering that if any issues occur, the buyer cannot pretend for compensations in this matter. Our attorneys in Spain can explain the entire company due diligence procedure on request.

When does a compensation need to be paid?

In cases of breach of negotiations, if the potential buyer changes his/her mind regarding the transaction, a compensation can be offered to the seller if:

• the seller suffered damage resulted from a breach of negotiations;

• the company due diligence procedure did not reveal factors to compromise the economic viability of the transaction, but the client changes his/her mind;

• a fundamental connection has been established between the damaged suffered and the breach of negotiations.

In any case, whether the sale will continue in the terms and conditions established, or not, our Spanish lawyers can provide you with legal support as soon as the company due diligence report was revealed.

If you need a company due diligence report or any other information about a company in Spain, you may contact our law firm in Spain.