4.When a business operated by A is transferred only b to B from a given date, a fee may be provided for the period following the change of ownership. A and B may agree that the company`s profits or losses are in B.`s account from a date prior to the change of ownership date. In such a case, A B must account for the revenues and profits of the commercial security company covered by the duration of the agreement, and A may be deterred from having exercised the transaction as B`s representative from the agreed date… The COVID 19 pandemic has crippled businesses and business homes. The invisible force of the pandemic has withstood the economy that affects M-A transactions around the world. The economic recovery, through careful consolidation and purchase/sale, would provide an overview of each merger transaction, since there are no more free economic forces on the market. Cash flow shortages, declining purchasing power, overhead, borrowing and service costs are the weakest problems businesses could face. During this period, while there has been a sudden shutdown of the M-A markets, there may be transactions in the piping (due to lock-down) or troubled transactions that should be imposed on the parties under contractual obligations or simply to fulfill basic means of survival. In this context, there may be situations in which parties may consider assigning identified data to transactions in order to obtain potential economic or accounting or administrative benefits.
The reasons for an identified date can be multiple. This process of reflection and the possible request for business raise a very interesting question regarding the law of transactions and the practice of whether a sale or sale of assets or any form of transaction can acquire and propose a forward-looking or retroactive date through a bilateral agreement between the parties. Companies negotiating termination clauses in contracts should avoid imposing financial penalties in the event of a breach of contract that will be retroactive or risk treating the clause as a sanction and therefore unenforceable following a recent judgment.