- Legal & Deal Process
Completing a Deal Across Jurisdictions
A domestic sale is complex enough. When the buyer, the seller and the business sit in different countries, the path to completion has more moving parts than most people expect.
More parties, more dependencies
A cross-border deal typically involves lawyers, accountants and advisers in more than one country, each working under different legal systems and professional conventions. Add regulatory approvals, exchange-control clearances, and the mechanics of moving money internationally, and the number of things that need to happen in the right sequence multiplies quickly.
Coordinating the workstreams
The practical challenge is coordination. Due diligence must cover every jurisdiction where the business operates. The sale agreement must work under the governing law chosen by the parties, while the local steps — share transfers, asset registrations, licence applications — must comply with local requirements in each country. A step missed or delayed in one jurisdiction can hold up the entire deal.
Conditions precedent: the gating items
Most cross-border agreements contain a list of conditions that must be met before the deal can close: regulatory clearances, third-party consents, licence confirmations, exchange-control approvals, and sometimes shareholder or board resolutions in more than one entity. Managing these conditions and tracking their progress is one of the most important, and least glamorous, parts of getting a deal done.
Completion mechanics
On completion day, share certificates are delivered, consideration is paid, registers are updated and the business changes hands. When the parties are in different countries, the logistics of simultaneous exchange and payment across time zones require careful planning. Escrow arrangements, completion accounts, and power-of-attorney documents are common tools for managing the practical risks.
The role of the broker and the advisers
A broker who has managed cross-border transactions understands the rhythm: which workstreams run in parallel, which are sequential, where deals typically stall, and how to keep momentum when the paperwork feels endless. Paired with competent local lawyers and accountants in each jurisdiction, the right advisory team is the difference between a deal that drifts and one that closes.
Plan for the unexpected
Cross-border deals take longer than domestic ones. Approvals are delayed, documents need apostilling or notarising, banks ask for additional compliance checks, and public holidays in one country stall progress in another. Build realistic buffers into the timeline, keep communication constant between the advisory teams, and focus on clearing the longest lead-time items first. The deals that close are the ones where someone is actively managing the process every week.