Takeovers fall broadly into two categories: a purchase of the goodwill and assets or the purchase of shares in the company.
The purchase of the goodwill and assets in principle does not involve the taking over of liabilities from the vendor with the exception of employment contracts and perhaps the commercial lease. Because the change of owner means that creditors of the vendor need to be protected, French law has a specific procedure and rules for the sale of goodwill and a going concern. Contracts with third parties are not in principle transferred.
The purchase of shares entails a full transfer of assets and liabilities and contracts with the company would in principle remain in place. The target company would continue in operation. Because the purchaser would be taking over the liabilities of the company, it is recommended that due diligence, prior to completion, should be more wide-ranging.