BUSINESS AND CORPORATE RIGHTS VALUATION

BUSINESS AND CORPORATE RIGHTS VALUATION

A business valuation is needed before selling a shareholding, bringing in an investor, a corporate restructuring or negotiations between partners. We first determine exactly what is being valued and for which decision, then collect financial and legal data and choose the appropriate form of result.

How to Start Business in UkraineOverview for companies

An indicative range may be sufficient for internal negotiations, while cases prescribed by law require a report from a professional valuation entity.

What Exactly Is Being Valued

A company, corporate rights, an integrated property complex, an individual asset and a trade mark are different valuation objects. Each requires separate explanation in the calculation. The shareholding, rights, restrictions, valuation date and intended transaction method are recorded. For a group of companies, it is determined where revenue, assets, debt and intellectual property are located.

The date matters because cash balances, liabilities, exchange rates, orders and market conditions change. For negotiations, the calculation can be updated using current management accounts. For a formal report, the document requirements and procedures are determined by the valuer in accordance with the law and standards.

The income approach links value to future cash flow and the risk of receiving it. The cost approach shows the net value of assets and liabilities. The market approach relies on available data about comparable companies or transactions. The choice depends on the maturity of the business, quality of reporting, composition of assets and purpose of the valuation.

For an established profitable company, cash flow will usually be the principal basis, but it is compared with assets and market benchmarks. For an early-stage project, rights to the product, the team, demonstrated demand and the need for further funding are more important. UBC specialists explain which data affected the range.

Financial Data, Assets and Rights

The owner's reporting may contain one-off costs, personal transactions, related companies or assets that are not involved in the core business. Recurring performance is separated from exceptional events and compared with bank statements, tax data and agreements. Adjustments are described separately and supported by documents.

  • revenue and margin by principal business line;
  • cash flow and working-capital requirements;
  • debts, guarantees, pledges and contingent liabilities;
  • fixed assets and rights to intangible assets;
  • transactions with owners and related parties.

The value of a shareholding depends on the rights established by the charter and shareholders' agreement, decision-making procedures, restrictions on transfer and existing encumbrances. Authority, the composition of participants and documents evidencing contributions are checked. Title or rights of use are confirmed for key assets.

Customer agreements, licences, personnel and intellectual property support cash flow where they belong to the business being valued and can continue after the transaction. Identified features are shown through their specific effect on income, timing or transfer conditions.

The transaction price and calculated value do not always coincide. The price is affected by the size of the stake, control, payment procedure, seller warranties, cash left in the company and future performance. UBC specialists prepare a base range and separately model the principal terms so that the owner can see what compensates for a price concession.

In a partial sale, the scope of corporate rights is considered together with the percentage interest. A minority stake may carry a different set of rights, while a controlling stake may provide the ability to determine strategic decisions. These features are discussed together with the draft corporate documents.

Business Value for Negotiations and the Transaction

First, the purpose and required status of the document are clarified. For a management valuation, UBC collects the data, builds a financial model and prepares an analytical range. If a formal report is required, the assignment is agreed and work with an appropriate professional valuation entity is coordinated, while preserving the valuer's independent professional conclusion.

The client receives a list of source data, a description of methods, calculations, sensitivity analysis and conclusions for negotiations. Legal and financial due diligence, settlement structure, corporate resolutions and a share purchase agreement can be added when preparing the transaction.

Company Incorporation in UkraineCompany incorporation in Ukraine

Provide the ownership structure, purpose and intended valuation date, financial statements, management data, information on assets and debt, principal agreements and a description of the transaction. UBC specialists will determine whether an analytical calculation is sufficient or a formal report is required and will propose the project scope.

Before negotiations, business value is separated from the owner's personal expectations while taking into account the terms on which the transaction makes sense for them. A table shows the calculated range, net debt, cash in the company, required investment and the effect of the payment method. This makes it possible to compare offers with different prices, timetables and warranties.

If part of the price depends on future performance, several scenarios are modelled and the indicator is defined precisely: revenue, profit, cash flow or number of contracts. The period, data source and right to review the data are specified. A clear calculation helps the parties agree a deferred payment as a commercial term.

The cost and timetable are determined after an initial review of the materials. The scope is affected by the valuation object, purpose, date, number of companies, quality of financial data and need for a formal valuer's report. Before work begins, the assignment, source data, number of approval rounds, file format and specialists involved in separate issues are fixed.

The result of the valuation is an indicative range or a coordinated formal report, together with a list of assumptions and conclusions for negotiations. If the parties proceed to a transaction, document due diligence, settlement structure and corporate resolutions can be agreed separately.

First, it is determined exactly what will pass to the buyer: a shareholding in a company, an integrated property complex, individual assets or an operating business with agreements and a team. Financial indicators are then put on a comparable basis and assets, liabilities, debt and the dependence of performance on the owner are analysed. This creates a clear basis for selecting the valuation method.

The final calculation shows the source data, assumptions and factors affecting value. The owner can use the conclusion for negotiations, a corporate resolution or preparation of the transaction. UBC coordinates collection of documents and explains the result in business language so that the parties discuss the same economic terms and an agreed subject of transfer.

International Trade and Market EntryInternational trade and market entry

Need Support or a Specialist in Your Region?

We will conduct an initial assessment, identify the required specialisation and propose a UBC specialist or a vetted independent partner. The partner's contact details will be provided only with your consent.

Related Pages

A business valuation can be prepared for negotiations and a specific corporate decision. A UBC specialist will explain the conditions in detail, agree the valuation object and explain the calculation in clear business language. We will be pleased to answer further questions and help you conduct the transaction confidently on well-founded terms. We wish you every success in business!

UBC2 PROTECTED EXIT EN: approved corporate exit text; spelling/punctuation corrections only

Why Choose Us?

The principal activities of the UBC group of companies include financial and investment services, assistance with obtaining finance and attracting investors, the purchase and sale of established businesses, IT services and commercial property development in Ukraine and abroad. Company registration in Ukraine and abroad, corporate law, offshore jurisdictions and offshore companies, business consulting, audit, certification, LLC registration, registration of financial companies, asset management companies and mutual investment funds, registration of joint-stock companies, securities and bond issues, support for foreign investment, construction licences, permits for design and construction, and other services for successful business in Ukraine are also available. We provide our clients with a full range of turnkey business services within the shortest practical timeframe. Our continuously expanding network of regional and international partners helps resolve our clients' issues effectively when doing business both in Ukraine and abroad.

We always work towards the result you need and will do everything possible to achieve it within the required timeframe, taking account of your wishes and requirements. Why is it better to start a business in Ukraine with UBC? The answer is simple: we have considerably more practical experience, resources and capabilities. We have been and remain leaders in Ukraine in corporate services, and the UBC corporate structure comprises more than 10 companies operating in different business sectors.

Frequently Asked Questions

Are business valuation and the sale price the same thing?

No. A valuation provides a well-founded benchmark, while the price is formed in negotiations taking into account the package of rights, payment terms, warranties and the parties' interests.

When is a formal valuation report required?

This depends on the purpose and the requirements of the law or another party. The required status of the document is clarified before work begins and an appropriate valuer is engaged where necessary.

Can a business be valued without complete financial statements?

A preliminary range can be prepared, but the quality of the conclusion depends on how well the data can be substantiated. The assumptions and the list of information that would strengthen the calculation are stated.

Are the brand and customer base taken into account?

Yes, if the rights and ability of such assets to generate income can be substantiated. The treatment depends on the object, purpose and selected approach.

Get a Personalised Proposal

Choose a business task

Since 2003, UBC has created thousands of successful companies in Ukraine - we can help you too. We will be pleased to answer any further questions you may have. We wish you every success in business!