Due diligence of a FinTech company

We advised a company in the FinTech sector on the project:

INTERNAL DUE DILIGENCE ON A POLISH FINTECH
COMPANY AND ITS HOLDING COMPANY

We conducted internal due diligence for our client on a Polish limited liability company and its holding company registered in another EU country.

The study was conducted in order for our client to prepare for the sale of the companies.

DLK’s advice included:

Analysis of the legal situation of the companies, the purpose of which was to identify legal gaps and risks, together with a directional indication of the possibility of their removal or mitigation in the following areas:

• corporate issues (commercial company law, civil law)
• personal data processing (GDPR, Polish Personal Data Protection Act)
• contracts with employees and associates (labor law, civil law)

As part of the due diligence on corporate matters, the following issues were analyzed:

1. formation of the company,
2. contribution of share capital (including in-kind contributions),
3. appointment and changes of bodies,
4. amendment of the articles of association, accession of a new shareholder,
5. increase of share capital and supplementary capital,
6. agreement on the sale/transfer of shares in the company (SPA),
7. agreements between shareholders and the company,
8. corporate consents/special rules of representation,
9. approval and filing of financial statements,
10. filing of beneficial owners (UBO).

The result of the DD study was the preparation of a report for our client containing the identified problems and recommendations for their solution, along with the presentation of some key information such as changes in ownership structure in graphic form.