Contact

Prepare your company for sale and defend its valuation in due diligence

We set priorities, close critical issues and organise the documentation so conversations with the buyer start from numbers and facts – not from explaining gaps. You enter due diligence without the chaos that can cut the price, prolong the process and weaken your negotiating position.

Book a brief call to assess your company’s readiness for sale

The business may be ready for sale while the company is still unprepared for due diligence. Questions then arise that directly affect valuation, prolong the process and force you to defend gaps instead of discussing the company's value.

“The better prepared the company, the fewer question marks on the buyer’s side – and the greater your control over the pace of the process, the scope of due diligence and the transaction terms.”

The problem rarely comes down to a single document. It is usually the sum of “small things”: gaps in resolutions and registers, untidy ownership relationships, IP uncertainties, risks in key contracts or corporate chaos. And once the buyer is already at the table, it is usually simply too late to tidy those matters up.

Mateusz Sawaryn

Managing Partner Counsel

Common problems and challenges

The most common problems we solve

The company is growing faster than its formal governance arrangements You have results, clients and transaction potential - but the documentation and corporate governance have not kept pace with the current scale.

We run a sale-readiness audit and show which gaps truly matter for the process, valuation and negotiations. You receive a risk map and clear priorities - instead of a general sense of chaos.

Due diligence can quickly turn "matters to be put in order" into a price reduction What looks like a minor outstanding matter today can become grounds during the process for reducing the valuation, placing part of the price in escrow or tightening the security package.

We identify the areas that most often trigger difficult buyer questions. We tidy them up in advance or prepare a short, coherent description of sensitive topics. As a result, conversations are more predictable and negotiating pressure is lower.

Formal deficiencies come to light when every day counts Resolutions, registers, powers of attorney, consents and contracts often prove incomplete only when the transaction is already under time pressure.

We build a plan and help close the most important gaps in a sensible order. That way you are not firefighting - you work to priorities before deadlines start dictating the terms.

The ownership structure is clear to you, but not to the buyer Relationships between shareholders, companies and related parties may be clear internally, yet look disordered from the outside.

We organise the group structure and documents and present how the company works in a way the other side can understand. The result: faster risk assessment, fewer misunderstandings and fewer "additional rounds of questions".

IP, key people and contracts must "hold" the transaction together The buyer wants certainty that the company controls its assets, know-how and key relationships - including after closing.

We review the topics that most often resurface in due diligence and tidy up whatever could undermine the predictability of the business after the deal. For you, that means fewer flashpoints and greater credibility at the table.

Not everything can be "fixed". Everything can be prepared for discussion Many companies carry historical issues that cannot be erased. They can, however, be organised and described so they do not derail the process and negotiations.

We separate matters that must be closed from those that must be clearly explained before you enter the process. You gain control over the narrative and fewer escalating questions.

Our solution

We prepare the company for sale so that due diligence does not erode its valuation

This is not a “risk-list” service. We guide you through preparing the company so you can enter buyer conversations more calmly: with organised documentation, clear priorities and a stronger position to negotiate price and terms.

We prepare the company for sale so that due diligence does not erode its valuation

This is not a “risk-list” service. We guide you through preparing the company so you can enter buyer conversations more calmly: with organised documentation, clear priorities and a stronger position to negotiate price and terms.

Company sale-readiness audit

  • analysis of corporate, ownership, contractual and organisational documentation
  • review of areas material from a transaction perspective
  • identification of the first gaps and tensions that may affect due diligence

An initial transaction-readiness diagnosis and a list of topics that may resurface in due diligence.

Identifying risks that affect the process and valuation

  • identification of topics that may trigger additional buyer questions
  • assessment of how risks affect process pace, negotiations and deal terms
  • distinction between critical topics and housekeeping items

A prioritised risk map – what protects valuation, what affects pace, and what is “to be tidied up”.

Completing and organising the documentation

  • resolutions, registers, powers of attorney, consents and corporate documents
  • missing ownership and organisational records
  • organising the documents needed to enter the process safely

Complete, logically organised documentation ready to be shared securely during the process.

Addressing critical issues

  • IP and know-how rights
  • relationships with key people and managers
  • selected counterparty agreements and related-party relationships

Areas that most often concern buyers-resolved or prepared, with fewer negotiation flashpoints.

Preparing for due diligence (data room)

  • support in organising materials for due diligence
  • bringing order to the document structure
  • preparing answers to foreseeable questions from the other side

A well-organised data room that speeds up the review and reduces follow-up rounds of questions.

Explaining sensitive issues before buyer discussions

  • explaining issues that cannot be fully resolved before the transaction
  • placing them in a consistent business and legal context
  • reducing the risk of misunderstandings and unnecessary escalation of questions

A consistent explanation of sensitive issues that clarifies the narrative and reduces the risk of negotiations dragging on.

Who this service is for

For owners and management boards that want to sell from a position of strength, not under pressure from unresolved gaps

This solution is for you if you know that selling a company is not a good moment to catch up on overdue housekeeping under time pressure. The biggest difference comes when order is created before the talks – not in the middle of due diligence.

For owners and management boards that want to sell from a position of strength, not under pressure from unresolved gaps

This solution is for you if you know that selling a company is not a good moment to catch up on overdue housekeeping under time pressure. The biggest difference comes when order is created before the talks – not in the middle of due diligence.

Example 1

You want more than closing the transaction: you want lasting order in ownership relationships, documents and company procedures. You are looking for support that strengthens the foundations and reduces the risks a buyer could use to drive down the price.

You plan to sell within 6-18 months and want to enter the process from a stronger position

You have an attractive business, but you know that untidy legal issues can cut valuation or slow conversations down. You need a partner who looks at the company through the buyer’s eyes and turns risks into concrete actions – without legal “description for description’s sake”.

Social proof

We build credibility through a predictable process and a tangible impact on negotiations

First, we establish where you are today and what could realistically affect the valuation. Then we organise the key areas and prepare the company for due diligence. You can follow a plan instead of chasing deadlines and putting out fires during negotiations.

Assess the company and transaction objective

We review the company’s structure, ownership model, key agreements and main risk areas. We clarify the planned transaction and where due diligence may create the most pressure.

Risk and priority map

We list the risks and assess their impact on the process, valuation and negotiations. We separate critical issues from items that need careful documentation and communication.

Remediation and corporate housekeeping

We close gaps, organize documentation and address IP, contractual and corporate matters. We also support changes to the company’s structure when needed.

Data-room preparation and process readiness

We organize diligence materials and prepare the company for predictable buyer questions. When needed, we help frame sensitive topics consistently.

Stages of work

We work in stages so that you retain control over timing, scope and priorities

First we establish where you are today and what can realistically affect valuation. Then we organise the key areas and prepare the company for due diligence. That way you work to a plan – without nervously chasing deadlines and “firefighting” during the talks.

Mateusz Sawaryn

    By submitting this form, you acknowledge that the personal data you provide will be processed by Kancelaria Prawna Sawaryn i Partnerzy sp.k. to handle your enquiry and contact you about it. Details are available in our Privacy Policy. The rules governing the use of this website are set out in the Terms and Conditions.