On the LPC electives: You don't have to be fair

The desire to become known publicly,

By re-registering, listing and trading,

Intra-group taxes and VAT relief,

Private acquisitions, takeovers,

Shareholder’s grief.

Disclosing facts that are unknown,

May seem to some burdensome,

You have to be fair.

You have to be fair.

You have to be fair is set in stone.

Moving, buying, profiting, growing,

Taxing, ruling the unruly, encoding,

M.B.O’s and M.B.I’s

Private equity, change of control, sigh.

You have to be fair.

You have to be fair.

Planning early avoids later losses,

Unhappy employees but happy bosses,

Merging entities that once competed

For the same resources that are now depleted.

Tricky stocks and tricking prices,

Warranties, indemnities,

But the seller entices,

The buyer, poor buyer, says “no more!”

To the glorified English legal principle of

Caveat emptor.

That is,

Let the buyer beware.

You don’t have to be fair.

Oh seller!

Watch him drown,

Oh students!

In their robes and gowns,

Teachers! Teach them,

That they don’t have to be fair.