[Gangnam Legal Consultation] Gangnam Legal Consultation, Successful Corporate Advisory on Company M's Management Control Transfer Agreement

An important reason the client wished to proceed with the Gangnam legal consultation was that the process of receiving the transfer of management control through the merger and acquisition had to proceed without any complications.

Although the merger was planned, the situation was such that the merger could fall through if there were problems with matters such as the financial status of the acquiring company.

Wishing to proceed with these matters with the help of legal professionals, the client decided to begin with the Gangnam legal consultation.

The part the client considered most important was whether the shares could be acquired in divided portions. Through the Gangnam legal consultation, the attorney team of Daeryun's Management Control Dispute Center advised that the priority should be to confirm whether a divided acquisition for securing management control would benefit the client's company.

A merger and acquisition can be viewed as a company's entry into a new field. To prevent excessive investment of money and time, however, obtaining the help of professionals is a matter that may be necessary.

In particular, when shares are acquired in order to transfer management control, the share price can surge sharply due to factors such as information leakage.

To prevent the resulting harm, the client proceeded with the Gangnam legal consultation in order to learn the optimal timing for the purchase.

Through a detailed Gangnam legal consultation with the client, Daeryun Law Firm formed a team of attorneys specializing in management control disputes, composed of multiple professionals with extensive case experience.

Daeryun's team of attorneys specializing in management control disputes prepared materials related to the target company and answered the questions the client had raised.

■ The acquiring party, Company M, would proceed with a paid-in capital increase to receive ownership by paying the price after concluding a sale and purchase agreement with the target company

■ For the timing of receiving the share certificates from the target company, the relevant share certificates must be delivered within two business days from the date of prior notice

■ Even where no cash outflow occurs in an absorption merger, the net asset value on the books increases, so a reserve equal to the depreciation expense is recorded; the amortization of goodwill is likewise treated as an impairment loss on intangible assets, and care should therefore be taken