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The main objective of legal due diligence in real estate (transactions) is to reduce information and knowledge backlogs of the acquirer. Likewise, opportunities and risks that may arise from the transaction are to be uncovered and evaluated.
During legal due diligence, all information about the real estate, buildings, rights and encumbrances must be checked. The land register contains information on the parcels concerned, their size, type of business, encumbrances in rem, rights of way, rights of way and rights of way, priority notices (in Section II) other restrictions on ownership such as mortgages (land charges, mortgages) (in Section III). All these details should be carefully checked, as they can affect the value and marketability of the property.
In addition to the land register restrictions, we examine public law parameters: the land use and development plans. From these it should become clear how the type and extent of building use can be designed. The answers to these questions are the basis for a building application. Questions concerning fire protection, parking spaces, noise and odor emissions must be examined. But also monument protection or even ground monuments (excavations of historical houses, wells, settlements etc.) and explosive ordnance investigations (old ammunition, bombs from wars) have to be checked. Likewise, entries in the register of contaminated sites (old deposits of waste or environmentally hazardous substances, suspected contaminated sites). Public-law obligations of the property owner can arise from the register of building encumbrances (this is the case in North Rhine-Westphalia, in Bavaria and Brandenburg there is no register of building encumbrances; there the building encumbrances are recorded in the land register).
Legal due diligence in real estate transactions also covers all rental and lease relationships of the property. What rental and lease income can be generated. These contracts are automatically transferred to the purchaser ("purchase does not break rent"). Are rent increases possible, if so, from when? Do the contracts allow for future increases (indexation)? Can contracts possibly be terminated (also by the tenant) (problem: compliance with the written form).
Finally, there may be other risks for the purchaser that need to be examined: violation of building regulations, sufficient insurance coverage, development cost risk, neighbor agreements, copyrights for architects and artists, which is why they should always be examined during legal due diligence.
Once the legal opportunities and risks have been identified, the results should be incorporated into the notarized purchase agreement. The audit results can directly reduce the purchase price or make guarantees or indemnities necessary. The risks from the various areas are assigned to the contracting parties. In this way, a tailor-made purchase structure (e.g. legal form, commercial character, holding structure) is achieved, which can have a significant influence on the future tax burden of the purchaser.
In summary, we advise private and commercial clients nationwide in conducting legal due diligence. We examine the entire legal relationship of one party to another, or related to an acquisition object. This refers to all contracts, both of private and public law nature. In doing so, we are assisted by over 25 years of experience in the examination of such legal relationships. We also have an eye on a possible later exit (sale, etc.).
Whether attorney, arbitrator, experts in construction, banking or corporate law: JASPER attorneys provide highly specialized legal advice. We look forward to your call under +49(0)211 492590 or by mail to firstname.lastname@example.org.