Hoens & Souren Advocaten

Successful negotiations after a false start

Before our office was called in, both parties had been negotiating the takeover of shares, each of them represented by their own financial consultant. However, when it came to the finer details, the consultants fell out with each other about ‘the loose ends’. Our office was engaged to bring the dispute to a successful resolution, but the start of the negotiations - and thus the trust between the parties - had been damaged due to the conduct of the consultants.

Our assignment

For our office, the task in hand was simple: save this takeover.

Our approach

By inviting the parties to our office, unaccompanied by the financial consultants but represented by their own lawyers, it became possible to draw the discussion ‘out of the financial environment’. We represented the buyer of the shares. Having already discussed the matter thoroughly with the seller’s lawyer and agreed to ensure that the parties would be given ample opportunity to have their say, while also facilitating the discussions on both sides, much of the trust was restored. The focus during the discussions lay not on the purchase price or how it should be realised, but rather on the future of the business following the takeover. The parties were largely in agreement on most aspects in terms of their vision and plans. The financial consultants, as it turned out, were the bottleneck in the discussion.

The result

Ultimately it was agreed that the financial consultants could continue providing advice, but only from behind the scenes; they were no longer to participate in the negotiations. Finally, after three extensive meetings, the purchase agreement and other relevant instruments could be signed at the civil-law notary’s office.