Skillful commercial and corporate structuring of a deal is crucial to a smooth execution process and divestment of the asset in the end game. Consideration should include whether the counter-parties will form a strategic alliance, joint venture or subsidiary. Or will the deal involve an asset or share sale, disadvantageous and benefits of both, scope of essential contractual terms such as exclusion, confidentiality clauses and conditions precedents.

Understanding of our clients business is what we do well and we ensure the contractual clauses reflect latest judicial decisions, are commercially sound and tailored to the specific deal. This includes drafting the agreements identifying, assessing. managing and mitigating all potential  deal & risk factors.  Julian Male provide also timely and cost effective manner and our charges relate to the work we carry out for you and implement into your agreements.

Corporate Structures

We design comprehensive deal structures providing support for your commercial decisions by investing time in understanding your objectives and collaborate with you to succeed. We understand  Thailand’s provincial property & commercial regulation, and particularly Phuket, Bangkok and the greater Mekong markets with their unique developing economies. By this knowledge we deliver consistent service in markets around the region. We also conduct forensic due diligence to identify risks before they threaten the success of the deal in addition to risk mitigation strategies. This includes navigation through complex cultural requirements, management for the duration of the transaction and support to negotiations. We also stress test contractual warranties, indemnities, liability limitations and jurisdiction clauses so the deal is water tight from contract risk factors of uncertainty.

Acquisitions

Buying a business can take place through either an asset or share sale however there are advantages and disadvantages of both needing extensive consideration before acquisition. Once you have decided that the potential transaction will achieve your strategic objectives, we can assist you in negotiation and drafting of the MOU, confidentiality, share agreements, share purchase agreements and sale & purchase documentation of the business assets. We will also advise on the entire transaction process from the beginning, closing of the deal to include the end game in mind with an exit plan.

Information Technology and Intellectual Property Protection

Business process management systems are always updating with new technology creating economies of scale, improving performance, efficiencies and revenue. Each time a new system of is established, it is always prudent to audit your intellectual property agreements protecting existing and future rights. Failure in this area to manage your IP and IP rights can be costly considering the initial capital investment involved. With our expertise, we can assist you to audit your IT, IP agreements including review, redraft and assess your contract management systems in a cost effective manner.

We regularly collaborate with other top-tier firm to bring our clients the best specialized knowledge and experience that is relevant to their transactions. This includes business analyses of the proposed venture, entry model, market, strategy, finance, industry, competitor’s cultural considerations and risk assessment as well as compliance.