This procedure of the sale of an enterprise is equivalent to the sale of real estate and subject to compulsory state registration65. In order to reduce risks connected with business acquisition and to ensure its efficient sale it is advisable to consult professional appraisers, lawyers, auditors, and insurers (section "Protection and Safety of Business" of this Guide). One of the most important stages of the presale preparation of a business is its careful examination or due diligence in which the advisor who has the reputation of an independent expert shall be involved. Due diligence can be translated with the main emphasis upon legal aspects of the assumed deal (the legal due diligence), upon tax aspects (tax due diligence) as well as upon environmental, personnel and other aspects. The main objectives of due diligence as a comprehensive examination of a company are to: + examine the reliability of financial and non-financial information on a company; + examine information presented in investment documentation; + assess if the existing strategy of a company can be implemented; + examine if document flow of a company comply with the effective laws and company's internal standards; + assess competitiveness of a company; + assess the expertise of the management of a company; + examine if company's tax and statistical reporting is properly prepared and submitted on time. + assessment of tax, legal, and financial risks. A person ordering due diligence may ask for both comprehensive examination and examination of individual aspects of a business (taxes, finance, environment, etc.) After the conduction of due diligence an ordering person receives the following documents: + description of the current financial standing of a company; + information on production capacities; + information on employees; + description of management accounting system; + financial structure of a company; + administrative structure of a company; + description of expenses accounting; + description of income accounting; + description of management analysis system; + description of management reporting; + description of company's software and/or other automation means used for management accounting; + assessment of tax, financial and legal risks of the company existing before the purchase of the company. 2.7 Dissolution of Business and Insolvency A Legal Entity can be dissolved according to the following resolutions: + the decision of the incorporators (members) of a legal entity or according to the decision of the body of the legal entity, which is authorized to issue such a resolution by the charter documents. This includes the dissolution of a legal person in connection with time limits of existing of the legal entity and with attaining of the purpose, for which the legal entity have been created, as well; 65
For more information on state registration of the rights to an enterprise as a property complex and transactions connected with it see the Federal Law No. 122-Đ¤Đ— of July 21, 1997. (as amended on 18.12.2006) 103
Published on Jul 6, 2010
1. STATE AND MUNICIPAL AUTHORITIES IN ST. PETERSBURG In St. Petersburg the system of state authorities was formed which has statutory object...