العربية• Invest in Egypt
Legal due diligence before signing, then the transfer of ownership
Acquiring an existing company is a different route from incorporating a new one, because the company passes to you with its obligations, contracts and licences. The work therefore starts with legal due diligence on the company before signing, followed by drafting the acquisition agreement and then the transfer of ownership before the competent authorities. We handle each of these stages through to completion.
• What we review before we start
- The company’s legal status, commercial register and articles of association.
- Existing contracts, obligations and disputes.
- Licences and whether they can continue after the transfer of ownership.
- The company’s tax and social insurance position.
• What our support covers
How we work with you
- Legal due diligence on the target company.
- Drafting and negotiating the acquisition agreement.
- Transferring shares or quotas and amending the company’s records.
- Reviewing pre-merger control requirements before the Egyptian Competition Authority.
• Points to consider
Before signing
- The company passes with its obligations, and anything missed in due diligence may surface after the transfer.
- Since 1 June 2024, the Egyptian Competition Authority has applied pre-merger control to economic concentrations that meet the prescribed thresholds, under Law No. 175 of 2022.
- Some licences are subject to specific conditions, so whether they can continue after the transfer of ownership must be reviewed.
The information on pre-merger control is based on Law No. 175 of 2022 amending certain provisions of the Law on the Protection of Competition and the Prohibition of Monopolistic Practices, and should be checked against the official texts before any decision is made.
• How we work
How we work on the acquisition
1. Legal due diligence
We review the company’s position, contracts, licences and disputes, and identify the risks before negotiation.
2. The agreement
We draft the acquisition agreement and include the warranties and undertakings that reflect the due diligence findings.
3. Approvals
We identify the approvals and notifications required, including those before the Egyptian Competition Authority where applicable.
4. Transfer of ownership
We handle the transfer of shares or quotas and the amendment of the company’s records before the competent authorities.
• FAQs
Common questions about acquisitions
Why carry out legal due diligence before an acquisition?
Because the company passes with its obligations, contracts and disputes. Due diligence reveals the risks before signing and determines what the agreement must cover.
Does an acquisition need Competition Authority approval?
That depends on the size of the transaction and the parties. Some economic concentrations are subject to pre-merger control once they meet the thresholds set under Law No. 175 of 2022, and we review this before signing.
Do the company's licences continue after the acquisition?
That depends on the nature and conditions of each licence, and we review every licence as part of the legal due diligence before signing.
• Related areas
Your matter may also involve
• Your next step
Considering acquiring an existing company in Egypt?
Send us the transaction details, and we will define the scope of legal due diligence and the steps involved with you.
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