9th Global Entrepreneurship Conference

18 May - 20 May 2025

Session information

Interactive workshop one - M&A hot topics in negotiating a deal

Description

In the first part of the workshop, delegates will discuss, in round table groups, a selection of the below topics in the context of a transaction involving a closely held company:

1. Material adverse change

2. Due diligence by the purchaser and disclosures by the seller/founders

3. Earnout, escrow and deal security

4. Deferred purchase price

5. Purchase price adjustment

6. Role of founders as the sellers//founders

7. Role of founders as employees post closing

8. Indemnity and limitation of liability for seller/founders

9. WI insurance

10. Event of defaults/termination events-deal certainty

Each group will prepare to negotiate the topic, either from “seller//founder’s” or “purchaser’s” perspective.

Session / Workshop Chair(s)

Manuela Cavallo Portolano Cavallo, Rome, Italy
Sandeep Mehta JSA, Mumbai, Maharashtra, India; Corporate Law Section Liaison Officer , Closely Held Companies Committee