In the course of reviewing agreements prepared by others during due diligence, I come across agreements which raise the question of who are the actual parties to the agreements.

In such instance, different parties are set out in the section relating to the details of the parties and the signing page of the agreement. For example, Party A is named as a party to the agreement in the section relating to the details of the parties but a related company or a shareholder or a director of Party A is named on the signing page.

This may happen when the individuals negotiating the agreement treat Party A and its related company, director and shareholder as a single entity.

You want to make that you are entering into an agreement with the right party which is intended to have the rights and perform the obligations under the agreement. When there is a dispute relating to the agreement, this may determine whether you have recourse against the intended party.

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This post was first posted on Linkedin on 11 March 2021.