Module 4 · Chapter 11

Litigation, Tax and the Rest

The last workstreams are short, but they can still change the deal. This chapter covers disputes and how to prove there are no others, the lawyer's part of the tax review, and three final checks.

≈ 12 min read 8-question test

In this chapter

  • When a small claim belongs in the report, and how to prove there are no others
  • What the lawyer does in the tax review, and why old tax is the seller's
  • What changes at completion for leases, insurance and the seller's services

11.1The last workstreams in one paragraph

Three workstreams remain: disputes, tax, and a sweep-up of leases, insurance and contracts with the seller's group. On Project Sunrise each takes one short section of the report. Their questions barely change from deal to deal, so firms keep standard request lists for them. Their checklists usually fall to the most junior lawyer, working with the specialists, which means you.

Short does not mean safe. A lease that ends soon after completion, or a service that stops when the seller leaves, can turn into a completion task or a crisis.

Key point

Work the checklist faithfully, then ask what each answer means for this deal.

Also in this chapter

  1. When a small claim belongs in the report
  2. Proving there are no other claims
  3. The lawyer's part of the tax review
  4. Tax before the locked box date is the seller's
  5. Who runs the fight with the tax authority
  6. Leases: a date, not a defect
  7. Insurance: does the cover survive completion?
  8. The seller's services stop at completion
  9. Your job

Preview

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