Paralegals & Mergers and Acquisitions: How to Handle Complex Business Deals & Transactions

Summary

Paralegals play a crucial role in the successful completion of complex business transactions, especially when it comes to mergers and acquisitions (M&A). M&A transactions involve a complex set of tasks, such as merger documents, due diligence, and preparation of documents, that require the expertise of paralegals.

A paralegal working in an M&A transaction must understand the legal, regulatory and financial issues involved in the deal. They must also have a comprehensive understanding of the documents that are required for the deal, such as merger documents, corporate documents, and SEC filings. They are responsible for ensuring that all of the documents are accurate and up-to-date.

In addition to being responsible for document preparation, paralegals are also responsible for performing due diligence. This includes researching the target company, reviewing its financials, and performing market research. It also includes making sure that the target meets all legal and regulatory requirements. It is important for paralegals to have a strong understanding of contract law as they are often tasked with drafting and negotiating documents.

Paralegals must also have strong organizational skills in order to handle the many tasks that may be associated with a merger or acquisition. This includes organizing financial records, preparing stock certificates, and tracking all of the documents that need to be filed. Additionally, they are often responsible for setting up meetings, developing agendas and minutes, and tracking deadlines.

Paralegals in the field of M&A must also have a good working knowledge of the tax laws associated with the transaction. This includes understanding capital gains, depreciation schedules, and the effects of the transaction on the company's tax returns. It is also important for paralegals to be familiar with all of the relevant corporate, state, and federal regulations associated with the transaction.

Overall, paralegals who work in the field of mergers and acquisitions are an integral part of the success of any transaction. They must understand the legal, business, and financial issues associated with the transaction in order to ensure that all of the documents are accurate and up-to-date. Additionally, they must have strong organizational and research skills in order to track all of the documents that need to be filed. Finally, they must have a good working knowledge of the tax laws associated with the transaction in order to ensure compliance.
 

Paralegals in Mergers and Acquisitions

Paralegals are a key component of any legal team, especially when dealing with complex business transactions such as mergers and acquisitions. These highly educated and skilled professionals can perform many of the same duties as attorneys and are often called upon to help lawyers through the often daunting process of business consolidations. Paralegals help to ensure accuracy and compliance with laws and regulations, as well as provide legal advice on complex deals. With their experience and expertise, paralegals can provide invaluable assistance in mergers and acquisitions.
 

The Role of Paralegals in M&A

The role of paralegals in mergers and acquisitions (M&A) is critical for successful completion of such transactions. Paralegals are primarily responsible for conducting extensive research and gathering legal documents such as contracts, licenses, and other pertinent documents. They also assist in the drafting of documents, recommend appropriate provisions, and provide valuable advice on legal issues that may arise during the transaction.
 

Benefits of Paralegals in M&A

The use of paralegals in mergers and acquisitions transactions offers a cost-effective way for businesses to manage their legal costs. Paralegals can work alongside attorneys to review documents, draft contracts, and perform other legal tasks without the need for attorneys to be present. This allows lawyers to focus on more complex legal issues and can reduce the number of man-hours needed to complete the transaction.
 

Skills Required for Paralegals in M&A

Paralegals who work in mergers and acquisitions must have strong analytical, research, and communication skills, as well as possess a thorough understanding of the applicable laws and regulations. Additionally, they must be familiar with the terms and conditions of the transaction and have a detailed knowledge of the industry. Paralegals must also have the ability to multitask and manage a high volume of complex tasks.
 

Paralegals and M&A in the Modern Era

Since the turn of the 21st century, the role of paralegals in mergers and acquisitions has increased significantly. This is due to the proliferation of technology, globalization, and the new regulatory requirements regulating these transactions. As a result, paralegals are now more involved in the entire process of merger and acquisition transactions and are often vital to the success of such deals.

Paralegals are important to this field," says Rhonda Brochner, paralegal with mergers and acquisitions experience at the Washington, DC, firm of Shapiro, Lifschitz & Schram, P.C., and Treasurer of the National Capital Area Paralegal Association. "Especially in today's cost-conscious market, companies will pay attention to the amount of legal fees." Those costs may be lessened with the use of paralegals. "A well-seasoned paralegal can handle a lot of the duties (associated with transactions) and can cut the costs of legal fees," says Barbara Pylant, experienced mergers and acquisitions paralegal, Senior Legal Specialist at DS Waters of America, LP, and Secretary of the Georgia Association of Paralegals.
 

In fact, stepping up to the plate may be just what paralegals in this field need to do. "(They) must be comfortable with taking charge as needed," Ms. Brochner says. "A person's aptitude plays a big part in (his or her ability to perform), but so does his or her attitude and willingness to learn."

Paralegals and legal assistants help out with various tasks. "During the due diligence period, they obtain and organize documents and other items that one side or the other would like to review," says Ms. Brochner. "Then, at closing, paralegals may be involved in drafting documents, making sure everything is signed, and (managing) post-transaction filings and notices with governmental entities." During a closing, paralegals may also manage document flow. "I would often set up the closing table with necessary documents and actually walk the seller through all documents at the closing," Ms. Pylant recounts.

Due to the complex business transactions involved, paralegals and legal assistants in the field must have some business experience. "They should have a basic understanding of business entities and the different types of business transactions and contracts," Ms. Brochner believes. "When going into a purchase, a company will look at various business matters (on the other side)," explains Ms. Pylant, "including financials, contracts, intellectual property, litigation, and corporate governance. Therefore, it helps to have a diverse background (in those areas)." In fact, Ms. Pylant went back to school for an additional degree in accounting to keep up with the profession. "I had no such background and found that when I was looking at financial statements, for example, they seemed foreign," Ms. Pylant says. "Paralegals must be able to know what they're looking for," says Ms. Brochner. "Learning the requirements and coming up to speed may be challenging (but necessary)."

Time management and organizational skills are also essential. "The field is very fast-paced and demanding at times," says Ms. Pylant. "Sometimes, you may only get a couple of days' notice before deadlines must be met." And the profession is quite deadline driven. "While there is some flexibility (during the transaction,) everything must be managed by closing," Ms. Brochner explains.

Naturally, paralegals in this field deal mostly with corporate clients. As such, they must develop the right business attitude. "Professionalism and business skills are very important, precisely, because most transactions are dealing with companies," Ms. Brochner says. Third parties are also frequently involved. "Because of the proprietary nature of information involved, some companies will only let others review documents on the premises," Ms. Brochner explains. Therefore, paralegals and legal assistants may deal with a number of visitors daily, so good people skills and communication skills are essential for the job.

The field of mergers and acquisitions is exciting and colorful, with plenty of opportunities for job satisfaction. "The field is totally fun, and generally both the seller and purchaser end up happy. It's a win-win situation," Ms. Plyant says. "I like the fact that when the closing happens, (you feel like) you've accomplished something that you can actually see in a relatively short amount of time," says Ms. Brochner. "That can be very rewarding."