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What is Legal Due Diligence? Legal Due Diligence in a Company Acquisition Transaction

You have agreed on the transaction price, reviewed the financial statements and the company’s operations. Is that enough to safely acquire a company? Not always. Legal due diligence often identifies risks that are not visible in financial data or company presentations. In my practice, I often see that most of the time in a transaction […]

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Do you want to buy an asset, but the seller’s creditors are involved?

The client’s satisfaction with a new phase in his business development had bolstered his confidence in a seemingly advantageous deal. Juris (name changed) started the conversation by indicating that he had found exactly what he needed: a production facility building and land, offered at an attractive price by a competing company whose business operations were

Do you want to buy an asset, but the seller’s creditors are involved? Lasīt vairāk »

Shareholders’ Agreement: An Investment in Company Development

When two or more people establish a joint company, the beginning is almost always harmonious. Everyone believes in the idea, roles seem self-evident, and discussing money and power feels almost out of place amidst the wave of enthusiasm. However, it is precisely at this moment that the foundations for future conflicts are laid. Nuances emerge

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Joint-Stock Company Reform: Fulfill the Obligation by 01.07.26 or Risk Liquidation

On May 30, 2024, the Saeima adopted amendments to the Commercial Law, which established an obligation for joint-stock companies (AS) to specify the type of shares in their articles of association—registered or dematerialized shares—by July 1, 2026. Why the Reform is Happening The joint-stock company reform is part of broader amendments to the Commercial Law

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Is your property securing someone else’s loan? The Senate changes practice by establishing the pledgor’s right of recourse!

Third-party security is common in financing transactions: one company pledges its assets for another company’s credit, or a shareholder or ultimate beneficial owner secures their company’s obligations with personal property, or one holding company pledges its assets for the financing of another. The security provider does not borrow themselves but pledges their property, thereby assuming

Is your property securing someone else’s loan? The Senate changes practice by establishing the pledgor’s right of recourse! Lasīt vairāk »

Company goes bankrupt – does the board member pay out of pocket?

When a company becomes insolvent, the risk for a board member becomes personal. Creditors have not recovered their money, there are no funds in the company’s accounts, and the administrator begins to assess whether losses can be recovered from the former management. This is not a rare situation. Data from the Insolvency Control Service shows

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When Two Roles Converge in One Person

In Latvian commercial law practice, it is not uncommon for the sole member of an LLC to also be its sole board member. However, this combined role often leads to one of the most frequent misunderstandings when discussing liability. Member and Board Member – Two Distinct Legal Entities The Commercial Law regulates these two statuses

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Introduction without NDA

Successful business relies on sound transactions and decisions. These should be well-considered, and ideally, involve only risks that are consciously acknowledged and chosen, rather than those that surface unexpectedly later. My name is Viktorija Čerkasa, I am a sworn attorney-at-law, a partner at RockBridge Legal law firm, and Head of the Transactions Team. In over

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