Finance Advisory

1. + Perform valuation updates based on due diligence findings.
2. + Develop deal scenarios and sensitivity analysis to evaluate financial implications under different assumptions.
3. + Advise on payment structures, including deferred consideration, earn-out mechanisms, and escrow arrangements.
4. + Support purchase price allocation (PPA) for accounting and tax purposes.
5. + Provide financial modeling for negotiation support and board presentation.

Legal Advisory

1. + Draft and negotiate key transaction documents:
2. – Share Purchase Agreement (SPA)
3. – Shareholders’ Agreement (SHA)
4. – Asset Purchase Agreement (APA)
5. – Disclosure Letter, Side Agreements, Conditions Precedent/Conditions Subsequent
6. + Advise on representations & warranties, indemnities, and limitation of liability clauses.
7. + Manage Virtual Data Room (VDR), document responses, and transaction workflow.
8. + Support regulatory clearance and competition filing, if applicable.

Tax Advisory

1. + Design a tax-efficient transaction structure to minimize capital gains and withholding taxes.
2. + Determine tax treatment of transaction costs, financing arrangements, and goodwill.
3. + Provide tax rulings support or seek advance confirmation from authorities where required.
4. + Analyze cross-border tax implications for foreign investors, including treaty relief applications.
5. + Ensure compliance with withholding tax and reporting obligations on behalf of the client.