Clear employment risk analysis for informed transactions
We advise buyers, investors and corporate groups on employment due diligence in transactions, investments and asset acquisitions in Spain.
Our work covers workforce liabilities, employment contracts, remuneration, collective agreements, litigation, employee representation, Social Security, compliance and transaction-related employment risks.
We provide a clear and well-grounded view of the target’s employment position to support valuation, negotiation and deal structuring.
Employment liabilities can materially affect the value, timing and structure of a transaction.
The target’s workforce, contractual framework, collective arrangements, remuneration practices, disputes, compliance history and potential transfer obligations must be assessed before completion.
We identify material risks, quantify exposure where possible and translate legal findings into practical recommendations for the transaction.
We advise on:
The employment structure of the target must reflect the roles, responsibilities and actual working arrangements in place.
We review employment contracts, senior executive agreements, contractor relationships, amendments, policies and key workforce terms to identify inconsistencies, gaps and potential liabilities.
Remuneration arrangements may create significant financial exposure if they are unclear, discretionary in form but fixed in practice, or triggered by the transaction.
We assess salary structures, bonuses, commissions, equity incentives, benefits, retention arrangements, severance commitments and change-of-control provisions.
Collective bargaining arrangements can affect working conditions, restructuring options and post-closing integration.
We review applicable collective agreements, company-level arrangements, works council structures, trade union involvement, information and consultation obligations and ongoing negotiations.
Existing and potential disputes may affect both the purchase price and the allocation of risk between the parties.
We analyse pending claims, threatened proceedings, dismissal history, settlement patterns, internal complaints and other matters that may result in financial, operational or reputational exposure.
Transactions may trigger employee transfer rules or require specific information and consultation processes.
We advise on transfer obligations, continuity of employment conditions, allocation of liabilities, harmonisation risks and the employment implications of post-acquisition integration.
Where a transaction involves several jurisdictions, the Spanish employment review must be coordinated with the wider deal process.
As founding members of L&E Global, Suárez de Vivero coordinates employment law advice with leading firms in more than 30 countries, supporting buyers and investors in cross-border and multi-jurisdictional transactions.
Transaction structure, target profile, workforce perimeter and key risk areas.
Contracts, policies, collective arrangements, litigation, compliance and liabilities.
Material findings, financial exposure, transaction impact and priority risks.
Deal protections, conditions precedent, indemnities, warranties and post-closing actions.
Employment counsel should be involved when the transaction scope and target workforce are first defined.
Early involvement is particularly important where the target has a large workforce, complex remuneration structures, collective representation, ongoing disputes, recent restructuring or operations across several jurisdictions.
It typically covers contracts, remuneration, collective agreements, litigation, employee representation, working time, Social Security, compliance, benefits and transaction-related employment liabilities.
It helps identify liabilities that may affect valuation, deal structure, contractual protections, post-closing integration and the buyer’s future employment risk.
Yes. Depending on the structure of the transaction, certain employment and Social Security liabilities may transfer or remain connected to the acquired business.
At the beginning of the due diligence process. Early advice helps define the review scope, identify material risks and address employment issues before signing or completion.
Corporate restructuring requires precision before action