Corporate and M&A

Growing a business calls for decisions that set the company’s direction for the long term, from bringing in a new investor and acquiring another business to changing the ownership structure, reorganising the group or passing the business to the next generation. Knowing the legal framework is not enough for those decisions. Kovač Legal understands business models, the interests of owners and investors, and the objectives a transaction or a new structure is meant to achieve. We help clients structure investments and transactions, shape ownership and governance, and develop corporate structures that fit their present needs and their further plans.

In mergers and acquisitions, including private M&A, strategic acquisitions, share deals, asset deals and divestments, we take clients through the whole process, from the initial structuring and legal due diligence to negotiation, transaction documents, completion and implementation. We also advise on minority investments, strategic investments, management buy-outs and management buy-ins, and we shape the transaction structure to the investment objectives and to the relationship the parties will have afterwards.

We advise domestic and international companies, entrepreneurs, investors and private clients at different stages in the development of their business. We always take in the wider context of the client’s business and connect it with tax, financing, real estate, employment and the position of management, as well as with disputes that may arise between owners or after a transaction has completed. Our aim is to let clients carry out transactions and changes in the business efficiently and safely, and with a clear understanding of their long-term consequences.

We pay particular attention to the relationship between owners and investors. Clearly defined rules on governance, decision-making, financing, the transfer of shares and exit can matter as much as the investment itself. We therefore help clients put in place joint ventures, shareholders’ agreements and other corporate and contractual mechanisms that protect their interests and, at the same time, allow the company to function and to keep developing.

In international and cross-border transactions we connect our knowledge of the Croatian legal and business environment with the cross-border structure of the particular project. Where a transaction involves more than one jurisdiction, we coordinate the work with foreign legal and tax advisers so that the client has a single, consistent approach to the transaction as a whole.

In corporate restructurings and reorganisations we help clients arrange changes to the ownership, governance and organisational structure of a company or a group, including carve-outs and spin-offs.

For family businesses and private clients we naturally connect corporate advice with questions of ownership, private and business assets, tax structuring, succession and the transfer of the business between generations. We look beyond the individual transaction to the long-term structure of the client’s business and private wealth.