M&A Solutions

Comprehensive M&A Legal Solutions

Structured advisory services covering the complete transaction lifecycle

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Our Methodology

A systematic approach to M&A legal advisory

Our advisory methodology is structured around three core service areas that address distinct phases of M&A transactions. This phased approach allows clients to engage us for specific workstreams aligned with their transaction timeline, or for comprehensive support spanning initial evaluation through post-closing integration.

Each engagement begins with understanding the transaction context, commercial objectives, and timeline constraints. This initial assessment informs our approach to legal workstreams including due diligence scope, documentation strategy, and regulatory coordination. We adapt our standard methodologies to accommodate transaction-specific requirements while maintaining consistent quality standards.

Throughout engagements, we maintain regular communication with clients and coordinate with other transaction advisors including financial advisors, accountants, and sectoral consultants. This collaborative approach ensures legal workstreams progress in coordination with broader transaction activities and that legal considerations are integrated into commercial decision-making.

Due Diligence Review

Due Diligence Review

Comprehensive legal due diligence for prospective acquisitions covering corporate records, material contracts, employment obligations, intellectual property portfolio, litigation exposure, regulatory compliance status, real property holdings, tax position, and environmental liabilities. Delivers a structured due diligence report with risk categorization and recommended deal adjustments. Includes data room management coordination and seller response tracking. Appropriate for buyers, investors, and private equity firms evaluating Thai target companies.

Key Benefits

  • Systematic review of corporate structure and governance compliance
  • Material contract analysis with risk identification and mitigation recommendations
  • Intellectual property verification including trademark and patent portfolio review
  • Employment law compliance assessment and labor obligation mapping
  • Structured due diligence report with categorized findings and actionable guidance

Process Steps

  1. 01. Initial scope discussion and due diligence request list preparation
  2. 02. Document review and information request follow-up coordination
  3. 03. Legal analysis and risk assessment across all review areas
  4. 04. Due diligence report preparation with findings and recommendations
  5. 05. Results presentation and discussion of transaction implications

Typical Duration

3-6 weeks

Fee Range

฿30,000 - ฿42,000

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Transaction Structuring

Transaction Structuring & Documentation

Advisory on M&A transaction structures including share acquisitions, asset purchases, amalgamations, and business transfers. Covers share purchase agreement or asset purchase agreement drafting, representations and warranties negotiation, indemnification framework design, condition precedent structuring, and closing mechanics. Includes regulatory filing coordination (competition law, sectoral approvals) and post-closing adjustment mechanisms. Suited for both Thai and foreign parties on either side of the transaction.

Key Benefits

  • Transaction structure optimization considering tax and regulatory implications
  • Comprehensive purchase agreement drafting aligned with market practice
  • Warranty and indemnification framework tailored to transaction risk profile
  • Regulatory approval coordination including competition law filings
  • Closing coordination and post-closing adjustment mechanism implementation

Process Steps

  1. 01. Transaction structure assessment and structuring alternatives analysis
  2. 02. Initial agreement drafting incorporating commercial terms and legal positions
  3. 03. Negotiation support and agreement revision management
  4. 04. Regulatory filing preparation and coordination with authorities
  5. 05. Closing document preparation and transaction completion coordination

Typical Duration

6-12 weeks

Fee Range

฿35,000 - ฿42,000

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Post-Merger Integration

Post-Merger Integration Support

Legal support during the post-closing integration phase covering corporate restructuring filings, employment transition documentation, contract assignment and novation, regulatory notification compliance, and combined entity governance establishment. Includes board and shareholder resolution preparation, amended registration coordination, and integration timeline management from a legal compliance perspective. Designed for newly combined entities seeking orderly operational consolidation.

Key Benefits

  • Corporate restructuring filing coordination with Department of Business Development
  • Employment transition documentation ensuring labor law compliance
  • Contract assignment and novation management for material agreements
  • Combined entity governance structure establishment and documentation
  • Integration timeline coordination from legal compliance perspective

Process Steps

  1. 01. Integration requirements assessment and compliance roadmap development
  2. 02. Corporate restructuring documentation and filing preparation
  3. 03. Employment transition coordination and employee communication support
  4. 04. Contract novation coordination with third-party counterparties
  5. 05. Governance establishment and ongoing compliance monitoring setup

Typical Duration

2-4 months

Fee Range

฿20,000 - ฿38,000

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Service Comparison

Understanding which service aligns with your transaction phase

Feature Due Diligence Structuring Integration
Transaction Phase Pre-signing evaluation Negotiation to closing Post-closing implementation
Primary Deliverable Due diligence report Transaction documentation Integration compliance support
Regulatory Coordination Compliance assessment Filing coordination Notification management
Best For Acquirers, investors Both buyers and sellers Newly combined entities
Typical Duration 3-6 weeks 6-12 weeks 2-4 months

Selection Guidance

Most comprehensive M&A transactions benefit from engaging all three services sequentially. However, each service can be engaged independently based on your specific requirements and transaction stage.

Engage Due Diligence when:

  • • Evaluating acquisition targets
  • • Conducting buy-side assessment
  • • Supporting investment decisions

Engage Structuring when:

  • • Negotiating transaction terms
  • • Drafting purchase agreements
  • • Coordinating regulatory approvals

Engage Integration when:

  • • Implementing post-closing steps
  • • Restructuring combined entities
  • • Managing transition compliance

Professional Standards

Quality protocols applied across all advisory engagements

Conflict Screening

Comprehensive conflict checking procedures before engagement acceptance. Clear protocols for managing any identified conflicts throughout representation period.

Confidentiality Protection

Rigorous confidentiality protocols including secure document handling, limited information access, and attorney-client privilege protection throughout engagements.

Quality Review

Senior attorney review of all deliverables before client submission. Structured review processes ensure consistency and thoroughness across work product.

Regulatory Compliance

All attorneys licensed with Lawyers Council of Thailand. Continuing legal education compliance and adherence to professional conduct standards maintained.

Client Communication

Regular progress updates and proactive communication during transaction phases. Availability maintained for time-sensitive matters and critical decision points.

Fee Transparency

Detailed fee proposals before work commencement. Budget tracking throughout engagements with advance notice of potential scope adjustments.

Discuss Your Transaction Requirements

Contact us to explore how our services can support your M&A objectives.

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