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Legal due diligence

Legal due diligence – get a real picture of the company before the transaction

Before acquiring a company, injecting capital, or divesting shares, you need absolute clarity regarding the target's legal standing. Legal due diligence identifies critical risks, documentation gaps, active disputes, and compliance liabilities. Armed with these insights, you can confidently negotiate the purchase price, contract structure, and overall transaction terms.

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Legal due dilligence

What you gain from legal due diligence with TaxCoach

A legal review of a company is not just “checking formalities” before a transaction. It is a real advantage in negotiations and protection of the interests of the management board and owners. We combine legal, tax and financial perspectives, giving you one coherent picture of the company’s situation instead of three separate reports.

Early identification of legal risks

The review allows you to identify irregularities in corporate documents, ownership structure, licenses, employment matters or contracts – before they become a problem after closing the transaction.

Stronger negotiation position

The due diligence report indicates specific risks and their potential consequences. Based on this, you can negotiate price, contractual protections, warranties and adjustment mechanisms based on facts rather than general arguments.

Lower risk of unpleasant “surprises” after closing

Analysis of disputes, securities, loan agreements and key contracts allows you to limit the risk that hidden claims or restrictions will surface after the transaction.

A coherent legal, tax and financial picture

At your request, we combine legal due diligence with tax and financial review. This way, you see not only whether documents are correct, but also what tax and financial consequences they may have – all in one consistent package.

A practical report ready to use

Instead of an encyclopedic description, you receive a structured report organized by risk areas – with priorities, recommendations and clear indications of what requires protection and what risk can be accepted. The report may take the form of a red flag report, a descriptive report or a mixed format.

Support for both buyer and seller

Our legal due diligence services cater to both investors and sellers. Whether performing buyer's due diligence or preparing your company for sale through vendor due diligence, we proactively resolve critical legal issues before you sit down at the negotiating table.

What do we examine as part of legal due diligence?

The scope of the legal audit is always tailored to a specific transaction and your needs.

Examples of areas typically covered:

  • corporate documents, articles of association, resolutions, share and shareholder registers

  • ownership structure and relationships between shareholders or within a capital group

  • key contracts with suppliers and customers

  • agreements with banks and financial institutions, securities, guarantees and sureties

  • legal status of real estate used in the business (ownership, lease agreements, easements)

  • employment matters and management contracts (employment, remuneration, non-compete clauses, potential claims)

  • intellectual property rights (trademarks, software licenses, patents)

  • pending and potential disputes, administrative proceedings and court cases

  • permits, licenses, concessions and administrative decisions required for operations

  • compliance with industry regulations, data protection, competition law and compliance requirements (depending on the sector)

Who is legal due diligence for?

Legal due diligence is used by buyers and sellers, as well as financial investors and institutions financing transactions.

Buyer’s legal due diligence

When acquiring a company, you need absolute certainty about the asset you are investing in. Our legal due diligence identifies and quantifies underlying risks, empowering you to accurately adjust the purchase price, structure robust indemnities, and negotiate ironclad contractual safeguards.

Vendor legal due diligence

When preparing your company for an exit, you must identify any legal exposures that could negatively impact your valuation or delay the transaction. A vendor due diligence review enables you to proactively streamline your corporate records, remediate compliance gaps, and confidently prepare for rigorous buyer scrutiny.

Combine legal services with tax advisory

Combine legal services with tax advisory Dedicated tax advisory department working in cooperation with the legal department.

 

 

Jarosław Wowra

Tax Advisor, Lawyer

Lawyer, specialist in financial law, tax advisor and author of over 300 publications on legal and tax topics. For many years associated with tax administration, he worked at the Tax Control Office, the Tax Office and the Tax Chamber in the Supervision Department over Offices, serving as a trainer for inspection services.

Thanks to this, he knows not only legal regulations but also internal processes and mechanisms within tax authorities. Since 2006, he has supported the private sector, conducting reorganizations of corporate and ownership structures, tax analyses and optimizations, and representing clients in court proceedings.

He has numerous successes in criminal tax cases, administrative proceedings and tax disputes. His knowledge of public institutions “from the inside” helps resolve cases without the need for lengthy tax and court proceedings.

Katarzyna Jankowiak

Tax Advisor

Licensed tax advisor specializing in services for SMEs. She gained professional experience in cooperation with one of the renowned advisory firms in Poznań. Previously, she developed her competencies in accounting for six years, which allows her to navigate confidently at the intersection of tax law and accounting, with full understanding of both regulations and practical aspects of running a business.

Co-author of the “Chambers Global Corporate Tax 2024” guide dedicated to corporate taxation worldwide. Participant of the IFA Mentoring Platform organized by the International Fiscal Association.

She specializes in ongoing advisory in income taxes – including Estonian CIT – and VAT, also in the context of e-commerce. She supports clients in complex restructuring processes and is valued for combining expert knowledge with a practical approach and strong understanding of business realities.

We communicate in the following languages:

Polish

English

Ukrainian

Russian

Insurance policy – PLN 1,000,000

The interests and security of our clients are our priority. That is why we protect them with an insurance policy with PZU covering up to 1,000,000 PLN.

Companies served

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Satisfied clients

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Meet our clients and read their opinions about working with us

TaxCoach provides us with constant care and supervision in the form of outsourcing the Chief Accountant and supports the audit process conducted by the auditor.

During over two years of cooperation, TaxCoach employees have always demonstrated kindness, the ability to work flexibly and completed assigned tasks on time.

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Tomasz Framski

Consdata

When choosing an accounting firm, we were looking for a company with competent staff who would efficiently handle our accounting and handle the mandatory stock exchange reports.

In addition to basic services, TaxCoach accounting office offers tax advisors and a financial director, so we know our finances and taxes are in good hands.

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GIANLUCA LORENZO ACQUASANTA RASSUMOWSKI

Codeaddict S.A.

Thanks to the commitment of Mr. Miłosz Baranowski and his team, we managed to organize our accounting and introduce reporting, which enabled better financial management of our company.

We greatly value accessibility and communication skills – if we have any questions, we always have someone to call and we know that our doubts will be clarified.

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Krzysztof Burdalski

Drogowe Centrum Produkcyjno-Handlowe „BIG" Sp. z o.o.

Communication is very efficient, and thanks to our professional and experienced staff, all formalities are completed efficiently and on time. TaxCoach handles our income tax, VAT, and VAT OSS calculations, and also handles HR and payroll for our employees.

This year, the TaxCoach accounting firm implemented a new chart of accounts in our books. This chart was prepared by our management for cost budgeting purposes and adapted to the specific nature of our business. Thanks to the rapid implementation of this expanded chart of accounts, we have better control over our company's financial plan and can easily obtain not only essential tax information but also valuable management information.

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Games Lab

We've been using TaxCoach's accounting and HR services for almost three years now, and we've been very satisfied throughout our relationship.

The accounting, HR, and payroll services provided are of a very high standard, both in terms of content and organization. TaxCoach ensures the professionalism of its staff, and all deadlines are met.

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Grzegorz Sikorski

STEP RM Sp. z o.o.

What we value most is ongoing contact with our dedicated accountant and working together to find the best solutions for us.

From the very beginning, we felt surrounded by professional care. We no longer worry about missing important payment deadlines, which significantly improves the ease of running our business.

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Dawid Wójcik

SZTUKA BETONU

We have been working with TaxCoach for almost two years now and we are very satisfied – primarily because their service takes into account the realities of running a business, and not just adapts to accounting regulations.

We feel that there is a company on the other side, and not an extension of the tax office :)

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Szymon Więczek

Grupa WeDo Sp. z o.o.

We are very pleased with the services provided by TaxCoach.

Thanks to their modern solutions, everything runs smoothly. They offer a wide range of services, which allowed us to choose the perfect option for us. We feel secure thanks to the possibility of consulting with a tax advisor and their experienced staff. We know our finances are in good hands.

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Dentopolis s.c.

TaxCoach is a highly experienced company with a strong work ethic, as well as a modern and flexible company, ready to adapt to the client's needs.

Thanks to its extensive offer, it is able to propose individual solutions for its clients.

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Raion Automatyka

What I value most about working with TaxCoach is the full substantive support and immediate assistance in every matter related to running a business.

TaxCoach are ambassadors of professionalism and reliability, I heartily recommend them to all entrepreneurs.

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Beata Zapała

A.C.E. Produkcja Elektroniki Użytkowej Sp. z o.o.

We have been using TaxCoach services for accounting, HR and payroll since 2021.

We are very pleased with our collaboration. We especially appreciate the constant contact with our dedicated accountant and the seamless electronic document flow. The client panel is particularly helpful, allowing us access to all documents and monitoring work progress.

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Frumbo Sp. z o.o.

FAQ

How does legal due diligence differ from tax and financial due diligence?

When should legal due diligence be commissioned?

What is the final outcome of the review?

Is legal due diligence used only by buyers?

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