Corporate Law

A good share of the shareholder disputes that reach our firm start with a generic set of articles of association signed before the business actually began, when nobody imagined the shareholders would one day disagree. We support companies, shareholders, investors and funds from incorporation through to the most complex transactions.

Mergers, acquisitions and reorganisations

• Buy-side and sell-side advice on acquisitions, transfers of control and minority stakes;
• Conduct and supervision of legal due diligence;
• Drafting and negotiation of SPAs, investment agreements and operational schedules;
• Mergers, spin-offs, split-ups and conversions of corporate form.

Corporate governance

• Shareholders’ agreements: lock-up, tag along, drag along, pre-emption rights and deadlock mechanisms;
• Structuring of boards, committees and executive management;
• Minutes, by-laws, articles of association and corporate powers of attorney.

Investments

Structuring of convertible notes, SAFEs and seed and Series A/B rounds; advice to private equity and venture capital funds on entry and exit; stock option plans and long-term incentive schemes.

Shareholder disputes

Prevention and mediation of disputes between shareholders, valuation of withdrawing partners’ interests, exclusion of shareholders, partial or full dissolution and representation in corporate arbitration.