Legal Audit of a Company

What we check on the corporate side

• transfer of LLC shares: simple written form unless the charter requires notarisation; the right passes upon entry in the Unified Register (Article 21 of Law No. ZRU-1137 on LLCs);
• observance of participants' pre-emptive rights — a violation gives three months to file a claim to transfer the buyer's rights;
• re-registration upon transfer of a share — 16 working hours (Cabinet of Ministers Resolution No. 66).

What is reviewed

• Founding documents, ownership structure and corporate resolutions
• Rights to key assets: real estate, equipment, intellectual property
• Contracts with the largest counterparties: terms, penalties, termination conditions
• Existence and validity of required licences and permits
• Litigation and claims filed
• Encumbrances and pledges

Link with the financial review

Legal and financial analysis give a complete picture only together. A contract with an unfavourable penalty clause is not visible in the financial statements until the penalty is charged; conversely, an obligation in the books sometimes cannot be assessed without analysing the contract it arose from.