TAKEOVER OF A COMPANY IN THE REPUBLIC OF CROATIA

Legal transactions in the Republic of Croatia are increasingly common in the purchase of existing companies that participate in the market of the Republic of Croatia.

Purchases of existing companies take place in relation to trading companies in various economic activities. When buying existing companies that perform a certain activity, i.e. taking over these companies, it is necessary to prepare appropriate legal due diligence, which will establish that the company is legally eligible for takeover.

In a large number of cases, companies that are taken over have certain acquired rights that represent resources for performing activities, appropriate permits from competent authorities, rights to perform activities, and more.

A trading company is acquired on the basis of a legal transaction, a contract on the transfer of a business share based on which a business share in the company is acquired. The described contract is submitted for registration to the competent commercial court, and the acquirer is entered in the court register where the company is registered.

By applying to the court register, it is possible to register a change in the management and ownership structure after concluding a contract on the transfer of business share in the competent court register.

In addition to the formal legal transfer of the change of founder and board member of the company, it is necessary to first establish that the company you are taking over has the appropriate rights and benefits that led to the decision to buy the company in question. It is necessary to carry out an appropriate legal analysis of the documentation on the basis of which the company realizes certain rights, obligations and exposure of the company to third parties.

If, for example, a company that disposes of real estate on which residential construction is planned is taken over, it is important to determine that the real estate on which construction is planned meets the conditions for the construction of the project that the investor wants.

The investor will determine the same by analyzing spatial plans, obtaining location information, analyzing traffic solutions, the possibility of connecting to the power grid, water supply and sewerage network, and other parameters that are decisive for the realization of the project.

If the investor is considering the purchase of a company that performs the activity of providing diving center services, he will conduct a legal analysis of whether the company has appropriate licenses and approvals for the performance of activities, which are the conditions for obtaining further approvals of authorized persons for the provision of services.

In every economic aspect, depending on the company in which it performs its economic activity, it is necessary to carry out an appropriate legal analysis of the rights and obligations imposed on the company, the legal predictability and security of the acquired rights and resources for which the transaction is concluded, all in order to reduce the legal and economic risks of the transaction.