Brexit: the implications for M&A and corporate

Mergers & acquisitions (M&A)

Reviewed: March 2018

Brexit is unlikely to have a major impact on share sale transactions unless they are affected by competition regulation, as they are typically not subject to much EU law or regulation. Asset and business sales including employees are likely to be affected if the regulations which protect the rights of employees on a business transfer are affected.

Sale and purchase agreements will, however, have to be reviewed to ensure any references to the EU and EU legislation still work and that clauses such as termination, governing law and jurisdiction are not affected.

Any proposed acquisition of a UK public company is governed by the rules of the UK Takeover Code. Although this Code implemented the EU Takeovers Directive, the Code contains a large number of UK-specific rules and we therefore expect them to continue substantially in the same format, but with some amendments to reflect the UK’s exit from the EU.

Brexit is also unlikely to have a major effect on UK company law as this is an area of EU law which is largely left to individual member states to regulate. It could, however, affect the ability of UK-based companies to use European company structures

Our analyses of the impact of Brexit on Competition, Dispute ResolutionEmployment and Tax may also be of interest

This document (and any information accessed through links in this document) is provided for information purposes only and does not constitute legal advice. Professional legal advice should be obtained before taking or refraining from any action as a result of the contents of this document.