M&A: Retention of Key Personnel

Retention of key personnel in M&A transactionss
Linkedin Post

A buyer who acquires a company may want to ensure that the key personnel of the company will continue to provide their expertise to the company post-acquisition. Typically, the sale and purchase agreement (“SPA”) would provide for the vendor to deliver the duly executed employment or service contract between the company and key personnel for an agreed duration, to the buyer on completion of the SPA.

If the terms and conditions (“T&C”) of the employment or service contract have not been agreed before the SPA is executed, the parties may face issue in coming to an agreement on such T&C when it is time to complete the SPA. This may derail the completion or result in a party agreeing to T&C which are less satisfactory due to time pressure to complete the SPA. To avoid this, the SPA may provide for the T&C of the employment or service contract to be included as a schedule to the SPA and the employment or service contract to be executed and delivered on completion, to be substantially on the same T&C as set out in the SPA.

If the retention of the key personnel is crucial, the parties should not put off the negotiation of the employment or service contract until the SPA is executed.

#malaysiancorporatelawyer

#mergersandacquisitions

#legal

This post was first posted on Linkedin on 7 December 2020.

Linkedin Post
Five key steps for legal due diligence

Most lawyers are good at identifying issues, but legal due diligence shouldn’t be limited to merely reviewing documents and identifying issues. Here are my five steps for conducting legal due diligence: 1. Identify the issues based on the scope of legal due diligence as agreed with the clients. 2. Provide recommendations …

Linkedin Post
Begin with the end in mind: Post-completion integration

I once worked on an M&A deal that took more than a year to complete. While the deal was not inherently complex, it dragged on due to delays in finalizing the details of the transaction agreements for reason beyond my control. As the deal involved a larger corporation acquiring a …

Lawyering
Being a Corporate Lawyer: Why I Do What I Do

After years of demanding schedule and juggling simultaneous corporate exercises which take a toll on physical and mental health, it is not surprising that some corporate lawyers experience burnout. Unlike some legal practice areas, the work of a corporate lawyer may not seem immediately impactful or “make a difference” to …