Business /

Corporate Law

Working with you closely throughout the life cycle of your business

Being responsible for the running and growth of an established business can be extremely rewarding and exciting, requiring commitment, passion and drive.

Make an enquiryMeet the teamCorporate Law

  • Key contact

    Sharon Fryer

    Sharon Fryer

    Partner - Head of Commercial Services

    ArrowView profile

  • The Team

    Our lawyers have the expertise and experience to provide you with creative, personalised solutions in a clear and understandable way.

    ArrowMeet the team

  • Discover CB Checkpoint

    Our CB Checkpoint team will give your business a full check-over, reviewing your key documentation and advising on any changes that are suggested or required.

    ArrowStart your full business check-over

  • Our insights

    Discover the latest insights and thought leadership from our team of legal experts.

    ArrowFind out more

About

Taking a big-picture approach

Successful business leaders thrive on the highs of their commercial and personal successes and know to seek the support of trusted advisers when navigating more difficult times.

Businesses that are growing, in particular, may be more susceptible to commercial challenges, be they complications around funding, governance, supply chain or other aspects of the day-to-day running of the business. However, as a valuable and crucial part of the economy, they are also more adaptable and responsive to change. They have the ability to see opportunity and move quickly to capitalise upon it. To move your organisation forward, you should be working alongside a team with an in-depth awareness of your overarching commercial strategy and the expertise to provide you with innovative, proactive guidance.

Our corporate lawyers advise established UK and international businesses, their senior management and investors through expansion to exit. Getting to know you as the client is crucial to the work we do. We take a big-picture approach, understanding your commercial interests far wider than the instruction itself so we can provide you with uniquely tailored advice. We embed ourselves seamlessly into your team, creating a strong and enduring business partnership.

With our clear understanding of your long-term strategy and objectives, we can work with you closely throughout the life cycle of your business, planning and supporting growth from inception, through domestic or international expansion, mergers and acquisitions, right through to exit. We advise ambitious individuals and businesses and pride ourselves on constantly striving to find new and creative strategies to help our clients achieve the best possible results.

Business owners have the additional challenge of balancing the requirements of the business with their personal and family priorities, and it can be difficult not to let one impact the other. It is possible for relationship breakdowns and family conflicts to affect your business, if not managed properly. When you are faced with difficult personal situations, we draw on the expertise of our Private Wealth colleagues to help ensure both your business and personal life move forward in the right direction.

Discover CB Checkpoint: optimising your key business documentation, policies & procedures.

Corporate Law work highlights

working at the office
ship in a harbour
working from home
uk-bunting
Commercial advice for leading car manufacturer
Padlock on a keyboard
Playground for children
wind turbines
London Gherkin
bitcoin
iPhone-app-store
man making an online payment with his credit card

Acted for a party in a high value partnership dispute

We acted for a party in a high value partnership dispute which was resolved without recourse to the courts.

Advising a complex M&A deal involving the purchase of a ship building company

We acted for a consortium of domestic & international family office investors in relation to a complex private equity backed M&A buy-side mandate which involved the purchase of a ship building company. We advised the buyer on all aspects of the transaction; from initial due diligence to a successful completion of the onward sale, where all parties walked away satisfied with the outcome.

Advising a family office on FCA regulatory requirements

We advised a family office on the FCA regulatory requirements of operating a multi-family office, as well as advising them on SAFEs under which they were investing in two early-stage companies.

Advising a leading higher education provider

We advised a leading higher education provider on the Higher Education Act.

Advising on a project to issue music NFTs

We advised Goldreel on their project to issue NFTs representing new music.

Advising on sale of translation tech business

We advised on the sale of Language Connect, a translation technology business, to one of the largest UK-based e-commerce organisations.

Advising on sale of translation tech business to Japanese conglomerate

We advised on the sale of GlobaLexicon, a translation technology business to a Japanese conglomerate.

Advising on the purchase of a leading automotive manufacturer

We acted on the acquisition, backed by investment from a family office, in respect of the purchase of a leading manufacturer of dual-control systems for cars. We also advised on the equity financing of the special purpose vehicle, and the debt financing of the deal.

Advising the funding for cross-channel information platform

We advised on the ‘Series A’ funding of a company operating a cross-channel platform for secure authentication and information exchange for the banking, government, healthcare, e-commerce sectors.

Advising the investment of a venture capital fund

We advised on the investment into a digital identity company by a venture capital fund.

Buy and build acquisitions

We acted for a private equity-backed French company in its buy and build acquisitions of multiple UK childcare facilities and the integration of those acquisitions into their group.

Company law training

We deliver company law training to in-house legal teams and training for directors on their statutory and fiduciary duties.

Debt and equity investment

We advised a “clean energy” company on the debt and equity investment by a large fund group, and on the subsequent exit by that investor and the introduction of replacement debt and equity financing.

Providing advice on the Senior Managers Regime

We advised several individuals on issues relating to the Senior Managers Regime and also on personal regulatory issues.

Providing ICO corporate and regulatory advice

We advised a leading provider of regulatory services in the crypto space on a range of corporate and regulatory matters, including the regulatory impact of selling initial coin offerings (ICOs) into the UK market, various block trades in crypto currencies, and assorted corporate structure matters, including debt, ICO and equity financing.

Supporting a social network’s acquisition process

We advised Tokenise Stock Exchange on its acquisition by social network, Vero.

Supporting the investment into a leading AML provider

We advised on the investment into a leading AML provider in the crypto space by a venture capital fund.

Jump to the top of the Corporate Law page

ESG

In recent years, demonstrating a commitment to Environmental and Social Governance (“ESG”) has become central to the ability of companies to maintain customer engagement and potentially attract investment. However, due to the lack of consensus regarding ESG, many companies have been accused of greenwashing or paying lip service to this area. One increasingly popular method of demonstrating substantive ESG credentials is for companies to become B Corp certified, enabling them to place the B Corp logo on their marketing materials and products. With over 6,000 B Corps worldwide, including household names such as Patagonia and Ben and Jerrys, the B Corp symbol is quickly becoming a powerful signifier that a business is committed to ESG.

B Corp Certification is undertaken by the not-for-profit organisation B Lab, which was formed in 2006 with the purpose of designing standards and programs to shift the focus of companies towards addressing the fundamental challenges of the modern world. For that purpose, B Lab has developed the B lab impact assessment, a point based holistic review of a company’s environmental and social impact. To achieve certification as a B Corp a company must achieve the high minimum score of 80 in the impact assessment, displaying a commitment to ESG. In addition to satisfying the impact assessment, a key foundation of B Corp certification is for a company to implement stakeholder governance. This requires a company to enable its’ directors to consider wider interests beyond profit, such as those of employees and the environment, when pursuing the development of their business. As such, an important part of the application will be enshrining key ESG principles into the applicant company’s constitution.

The route to certification is increasingly strenuous depending on the size of the applying company, in order to recognise the outsized impact some multinational companies can have in contribution to ESG. All companies must obtain at least 80 points on the B Lab impact assessment and complete a confidential disclosure questionnaire declaring any potentially sensitive practices, fines or sanctions which may require remediation to achieve certification. Following this, a company must commit to amending their articles of association to give effect to stakeholder governance. Certification can take from just a few months to several years depending on whether a company wishes to maximise its score in the impact assessment.

Having done so before, should your company be considering starting the process of applying for B Corp certification, Collyer Bristow are well placed to assist with making the requisite constitutional changes required to achieve your aim.

Mergers & Acquisitions

Acquiring or selling a business can be a great way for organisations to grow and transform, but it can also be complex and risky. There are many legal, financial and operational factors to consider which are not always obvious.

Find out more

Corporate Governance

Traditionally, corporate governance has been the preserve of listed companies. For many years now, all listed public companies in the UK have been asked to ‘comply or explain’ – either follow the UK Corporate Governance Code or explain why they do not.

Find out more

Private Equity & Venture Capital

Whether you need assistance with seed and early-stage funding or mature market raises to fund management buyouts, growth or development capital, our Corporate team has the experience to support you. We act for both investors and those seeking investment on deals that range from the simple to the extremely complex. We offer guidance across the spectrum of investment strategies, from the establishment of a fund to the creation of a clear exit strategy, whether that’s by sale, recapitalisation or IPO.

Adding value right across the funding lifecycle

The private equity and venture capital transactions we advise on are diverse in nature and our team has worked on a range of complex and high-value deals worldwide. We can help you with:

  • Initial fundraising
  • Secondary fundraising
  • Fund formation and structuring
  • Growth equity
  • MBOs, MBIs and BIMBOs
  • Exit strategy (public and private)
  • IPOs
  • Restructurings and existing debt refinancing

Find out more

We represent a broad client base across the UK, including private equity houses, management teams, portfolio companies, venture capital firms, fund managers, entrepreneurs and financial institutions. We’ve seen deals from both sides of the fence, and are used to managing the sometimes competing desires of companies to retain autonomy with the need for investors to be able to exercise a degree of control and influence over material decisions affecting the business.  No matter how new or established your business is, our Private Equity and Venture Capital expertise, together with our wider group of specialist lawyers in our tax, M&A, pensions, intellectual property and real estate teams are on hand to provide a one-stop-shop for PE/VC backed transactions.

Funding & Finance

Negotiations with banks and other lenders

In discussions with banks and other lenders, the lender will often insist upon its “standard” terms. Yet no corporate funding should be one-size-fits-all. Borrowers may not realise the extent to which they can negotiate more favourable terms, and that this option is open to companies of all sizes and industries. Since any significant loan will have a material impact on your business, it is important to understand the riskier conditions and negotiate accordingly, or at least be very clear on the terms of the borrowing and your commitment to the lender.

General secured lending

Whether you are looking to secure finance or are a financial institution looking for the right legal partner, we have you covered. For borrowers both new and experienced, we can help you get your ducks in a row from the outset so your transaction is not delayed by last-minute requests by the lender. Charges, debentures and guarantees create far-reaching powers—we help ensure that no more security than necessary is provided and the lender will not unduly interfere in your company’s management. Our cross-functional team deals with all types of asset classes including real estate, shares in private companies, equipment and receivables.

Personal guarantees

Directors often agree to guarantee loans to their company on the assumption that the lender will never have any cause to rely on it, only to have their guarantee called upon when the company runs into difficulty.

If you are a shareholder or director providing a personal guarantee in connection with your company’s borrowings, you will need to seek independent legal advice separate from the company’s solicitors as a condition of the loan. Our funding and finance team can walk you through this process. We make sure that you understand the full extent of your personal exposure and, where possible, negotiate terms to avoid the potential for unlimited liability.

We can also support you when a personal guarantee is enforced by a lender. We regularly advise clients on the possible avenues for challenging the enforcement of a personal guarantee, for example, by challenging unfair terms and undue influence.

Group Structures

Working closely with you and your tax advisers and legal advisers in other jurisdictions as appropriate, we develop and implement the optimum corporate group structure for your business, to align legal and operational requirements. This work includes simplification and/or divisionalisation of businesses and legal structures, to achieve effective and efficient use of resources and to integrate acquisitions.

Corporate Law Publications

  • Share-Classes-Corporate-guide-cover

    Corporate Know-How Guides: Share Classes

    Creating new share classes can be a useful way of attracting new participants, allowing a company to offer shares that are particularly focussed towards their desired investors. Whether you are considering re-organising the ownership of your business or are keen to understand the most suitable structure for a planned investment, this guide can help you with some common questions in relation to share classes.

    Discover our new series of Corporate Know-How guides.

    Download now

  • Getting a business ready for sale-Corporate guide-Cover

    Corporate Know-How Guides: Getting a Business Ready for Sale

    Prior to approaching the market or agreeing terms with a prospective buyer, undertaking adequate preparations for sale can contribute to a smoother transaction for all parties. In this guide, we look at some key questions to consider in respect of the readiness of a business for a potential sale.

    Discover our new series of Corporate Know-How guides.

    Download now

  • Corporate-know-how-guide-share-buybacks-cover

    Corporate Know-How Guides: Share Buybacks

    Put simply, a share buyback is where a company purchases its own shares from an existing shareholder. In this guide, we will look at some key aspects of share buybacks in relation to private limited companies incorporated in England & Wales.

    Discover our new series of Corporate Know-How guides.

    Download now

  • corporate-know-how-guide-heads-of-terms-visual

    Corporate Know-How Guides: Heads of Terms

    In this guide we will look at heads of terms as they relate to the sale of a business or assets in England & Wales. Whether identified as “heads of terms”, a “letter of intent” or “heads of agreement”, these documents summarise the key terms of a proposed transaction.

    Discover our new series of Corporate Know-How guides.

    Download now

  • Corporate-know-how-guide-shareholder-rights-cover-visual

    Corporate Know-How Guides: Shareholder Rights

    Whether you are a minority shareholder concerned about what influence you can exert over a company’s affairs, or a founding shareholder, considering the amount of equity you would be prepared to sell to investors without losing control – this guide is here to help you understand what shareholders can do and when.

    Discover our new series of Corporate Know-How guides.

    Download now

  • Share v asset sales guide visual

    Corporate Know-How Guides: Share v. Asset Sales

    Share and asset purchases are the two methods of acquiring a business in the UK.

    Do you know their differences? The business of a sole trader or unregistered partnership can only be acquired through an asset purchase as there is no owning entity for the assets which can be acquired, while a share purchase can be used for the acquisition of all or part of the shares in a company which owns and operates a business.

    Discover our new series of Corporate Know-How guides.

    Download now

  • Shareholders' agreement guide visual

    Corporate Know-How Guides: Shareholders’ Agreements: the Basics

    Did you know that a shareholders’ agreement is a written agreement, between the shareholders of a company, as to the relationship between them and how the company should be managed. By including the company as a party, the shareholders can ensure that it is both bound by and able to enforce the terms of the agreement against contravening shareholders.

    Discover our new series of Corporate Know-How guides.

    Download now

  • Corporate Know-How Guides: Selling a Business

    We look at the flip side of price structuring, instead focusing on how a seller could secure elements of the purchase price that are delayed – or at least obtain comfort around the buyer’s ability to pay them.

    Discover our new series of Corporate Know-How guides.

    Download now

  • Corporate Know-How Guides: Buying a Business

    When making an offer for a business, the question of when the consideration will be paid can often be just as important as how much will be paid. We look at four of the most common options available to prospective buyers (beyond upfront cash payments) and the risks/rewards posed by them.

    Discover our new series of Corporate Know-How guides.

    Download now

  • cb-checkpoint

    CB Checkpoint: overview

    There are a number of key policies, procedures and documents your business should keep up to date, to be both legally protected and in preparation for investment or exit. Our team will give your business a full check-over.

    Download now

  • big ben - london

    İŞLETMELER İÇİN HİZMETLERİDDİALI İŞLETMELER İÇİN STRATEJİK DESTEK - İDDİALI İŞLETMELER İÇİN STRATEJİK DESTEK

    Turkish Language | An overview of our services supporting ambitious, often owner managed businesses, investors and entrepreneurs in building, operating and scaling enterprises from early stage right through to exit.

    Download now

  • mergers and acquisitions flyer

    Mergers & Acquisitions: an overview of our expertise

    An overview of the expertise of our Corporate team in relation to mergers and acquisitions, where we act for experienced private equity backed buyers as well more novice sellers who need careful guidance through this potentially daunting legal maze.

    Download now

  • lady talking on phone

    Services for businesses

    An overview of our services supporting ambitious mid-sized businesses, investors and successful entrepreneurs in building, operating and scaling enterprises.

    Download now

  • The City of London just after sunset, United Kingdom

    Doing business in the UK

    Whether you are looking to set up a new business here or expand an existing one, this guide covers the key things you need to know to avoid potential pitfalls and get the most out of your investment.

    Download now

  • ipad and lady

    key considerations when establishing business funding

    Are you considering new funding for your business? Our handy flowchart highlights key questions to ask yourself and key points to document to ensure your business is protected.

    Download now

  • Small business owner

    Pre-investment checklist

    An investor will want a range of financial, commercial and legal information about your business, before deciding how much to invest, and on what terms. This checklist helps you prepare for the legal part of that process.

    Download now

At what stage is your business?

Each stage of a business has its own challenges and opportunities. Our corporate lawyers specialise in advising established businesses through to exit.

Learn more

You should be thinking about:

  • Staying driven
  • Implementing better business practices
  • Automation and outsourcing
  • The bigger picture – the economy, competitors and changing customer tastes

Learn how we can help

You should be thinking about:

  • Adding new products or services to existing markets
  • Expanding your existing business into new markets
  • Joint ventures and licensing opportunities
  • Acquiring other companies – competitors, or assets which will complement, or assist with the diversification, of your existing business
  • The funding and management experience to take the business to another level

Learn how we can help

You should be thinking about:

  • Reinvention and reinvestment
  • Succession
  • Exit strategy

Learn how we can help

You should be thinking about:

  • A proper valuation of your company
  • Optimising your business ahead of sale
  • Making sure the deal is structured in a way which maximises the upside, and minimises the risk
  • Your next professional or personal step after exiting the business

Learn how we can help

Corporate Law insights

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Need some more information? Make an enquiry below



    Corporate Law key contacts

    Corporate Law

    Corporate Law

    Corporate Law

    Working with you closely throughout the life cycle of your business

    Being responsible for the running and growth of an established business can be extremely rewarding and exciting, requiring commitment, passion and drive.

    • Key contact

      Sharon Fryer

      Sharon Fryer

      Partner - Head of Commercial Services

      ArrowView profile

    • The Team

      Our lawyers have the expertise and experience to provide you with creative, personalised solutions in a clear and understandable way.

      ArrowMeet the team

    • Discover CB Checkpoint

      Our CB Checkpoint team will give your business a full check-over, reviewing your key documentation and advising on any changes that are suggested or required.

      ArrowStart your full business check-over

    • Our insights

      Discover the latest insights and thought leadership from our team of legal experts.

      ArrowFind out more

    Taking a big-picture approach

    Successful business leaders thrive on the highs of their commercial and personal successes and know to seek the support of trusted advisers when navigating more difficult times.

    Businesses that are growing, in particular, may be more susceptible to commercial challenges, be they complications around funding, governance, supply chain or other aspects of the day-to-day running of the business. However, as a valuable and crucial part of the economy, they are also more adaptable and responsive to change. They have the ability to see opportunity and move quickly to capitalise upon it. To move your organisation forward, you should be working alongside a team with an in-depth awareness of your overarching commercial strategy and the expertise to provide you with innovative, proactive guidance.

    Our corporate lawyers advise established UK and international businesses, their senior management and investors through expansion to exit. Getting to know you as the client is crucial to the work we do. We take a big-picture approach, understanding your commercial interests far wider than the instruction itself so we can provide you with uniquely tailored advice. We embed ourselves seamlessly into your team, creating a strong and enduring business partnership.

    With our clear understanding of your long-term strategy and objectives, we can work with you closely throughout the life cycle of your business, planning and supporting growth from inception, through domestic or international expansion, mergers and acquisitions, right through to exit. We advise ambitious individuals and businesses and pride ourselves on constantly striving to find new and creative strategies to help our clients achieve the best possible results.

    Business owners have the additional challenge of balancing the requirements of the business with their personal and family priorities, and it can be difficult not to let one impact the other. It is possible for relationship breakdowns and family conflicts to affect your business, if not managed properly. When you are faced with difficult personal situations, we draw on the expertise of our Private Wealth colleagues to help ensure both your business and personal life move forward in the right direction.

    Discover CB Checkpoint: optimising your key business documentation, policies & procedures.

    Corporate Law work highlights

    working at the office
    ship in a harbour
    working from home
    uk-bunting
    Commercial advice for leading car manufacturer
    Padlock on a keyboard
    Playground for children
    wind turbines
    London Gherkin
    bitcoin
    iPhone-app-store
    man making an online payment with his credit card

    Acted for a party in a high value partnership dispute

    We acted for a party in a high value partnership dispute which was resolved without recourse to the courts.

    Advising a complex M&A deal involving the purchase of a ship building company

    We acted for a consortium of domestic & international family office investors in relation to a complex private equity backed M&A buy-side mandate which involved the purchase of a ship building company. We advised the buyer on all aspects of the transaction; from initial due diligence to a successful completion of the onward sale, where all parties walked away satisfied with the outcome.

    Advising a family office on FCA regulatory requirements

    We advised a family office on the FCA regulatory requirements of operating a multi-family office, as well as advising them on SAFEs under which they were investing in two early-stage companies.

    Advising a leading higher education provider

    We advised a leading higher education provider on the Higher Education Act.

    Advising on a project to issue music NFTs

    We advised Goldreel on their project to issue NFTs representing new music.

    Advising on sale of translation tech business

    We advised on the sale of Language Connect, a translation technology business, to one of the largest UK-based e-commerce organisations.

    Advising on sale of translation tech business to Japanese conglomerate

    We advised on the sale of GlobaLexicon, a translation technology business to a Japanese conglomerate.

    Advising on the purchase of a leading automotive manufacturer

    We acted on the acquisition, backed by investment from a family office, in respect of the purchase of a leading manufacturer of dual-control systems for cars. We also advised on the equity financing of the special purpose vehicle, and the debt financing of the deal.

    Advising the funding for cross-channel information platform

    We advised on the ‘Series A’ funding of a company operating a cross-channel platform for secure authentication and information exchange for the banking, government, healthcare, e-commerce sectors.

    Advising the investment of a venture capital fund

    We advised on the investment into a digital identity company by a venture capital fund.

    Buy and build acquisitions

    We acted for a private equity-backed French company in its buy and build acquisitions of multiple UK childcare facilities and the integration of those acquisitions into their group.

    Company law training

    We deliver company law training to in-house legal teams and training for directors on their statutory and fiduciary duties.

    Debt and equity investment

    We advised a “clean energy” company on the debt and equity investment by a large fund group, and on the subsequent exit by that investor and the introduction of replacement debt and equity financing.

    Providing advice on the Senior Managers Regime

    We advised several individuals on issues relating to the Senior Managers Regime and also on personal regulatory issues.

    Providing ICO corporate and regulatory advice

    We advised a leading provider of regulatory services in the crypto space on a range of corporate and regulatory matters, including the regulatory impact of selling initial coin offerings (ICOs) into the UK market, various block trades in crypto currencies, and assorted corporate structure matters, including debt, ICO and equity financing.

    Supporting a social network’s acquisition process

    We advised Tokenise Stock Exchange on its acquisition by social network, Vero.

    Supporting the investment into a leading AML provider

    We advised on the investment into a leading AML provider in the crypto space by a venture capital fund.

    Jump to the top of the Corporate Law page.

    ESG

    In recent years, demonstrating a commitment to Environmental and Social Governance (“ESG”) has become central to the ability of companies to maintain customer engagement and potentially attract investment. However, due to the lack of consensus regarding ESG, many companies have been accused of greenwashing or paying lip service to this area. One increasingly popular method of demonstrating substantive ESG credentials is for companies to become B Corp certified, enabling them to place the B Corp logo on their marketing materials and products. With over 6,000 B Corps worldwide, including household names such as Patagonia and Ben and Jerrys, the B Corp symbol is quickly becoming a powerful signifier that a business is committed to ESG.

    B Corp Certification is undertaken by the not-for-profit organisation B Lab, which was formed in 2006 with the purpose of designing standards and programs to shift the focus of companies towards addressing the fundamental challenges of the modern world. For that purpose, B Lab has developed the B lab impact assessment, a point based holistic review of a company’s environmental and social impact. To achieve certification as a B Corp a company must achieve the high minimum score of 80 in the impact assessment, displaying a commitment to ESG. In addition to satisfying the impact assessment, a key foundation of B Corp certification is for a company to implement stakeholder governance. This requires a company to enable its’ directors to consider wider interests beyond profit, such as those of employees and the environment, when pursuing the development of their business. As such, an important part of the application will be enshrining key ESG principles into the applicant company’s constitution.

    The route to certification is increasingly strenuous depending on the size of the applying company, in order to recognise the outsized impact some multinational companies can have in contribution to ESG. All companies must obtain at least 80 points on the B Lab impact assessment and complete a confidential disclosure questionnaire declaring any potentially sensitive practices, fines or sanctions which may require remediation to achieve certification. Following this, a company must commit to amending their articles of association to give effect to stakeholder governance. Certification can take from just a few months to several years depending on whether a company wishes to maximise its score in the impact assessment.

    Having done so before, should your company be considering starting the process of applying for B Corp certification, Collyer Bristow are well placed to assist with making the requisite constitutional changes required to achieve your aim.

    Mergers & Acquisitions

    Acquiring or selling a business can be a great way for organisations to grow and transform, but it can also be complex and risky. There are many legal, financial and operational factors to consider which are not always obvious.

    Find out more

    Corporate Governance

    Traditionally, corporate governance has been the preserve of listed companies. For many years now, all listed public companies in the UK have been asked to ‘comply or explain’ – either follow the UK Corporate Governance Code or explain why they do not.

    Find out more

    Private Equity & Venture Capital

    Whether you need assistance with seed and early-stage funding or mature market raises to fund management buyouts, growth or development capital, our Corporate team has the experience to support you. We act for both investors and those seeking investment on deals that range from the simple to the extremely complex. We offer guidance across the spectrum of investment strategies, from the establishment of a fund to the creation of a clear exit strategy, whether that’s by sale, recapitalisation or IPO.

    Adding value right across the funding lifecycle

    The private equity and venture capital transactions we advise on are diverse in nature and our team has worked on a range of complex and high-value deals worldwide. We can help you with:

    • Initial fundraising
    • Secondary fundraising
    • Fund formation and structuring
    • Growth equity
    • MBOs, MBIs and BIMBOs
    • Exit strategy (public and private)
    • IPOs
    • Restructurings and existing debt refinancing

    Find out more

    We represent a broad client base across the UK, including private equity houses, management teams, portfolio companies, venture capital firms, fund managers, entrepreneurs and financial institutions. We’ve seen deals from both sides of the fence, and are used to managing the sometimes competing desires of companies to retain autonomy with the need for investors to be able to exercise a degree of control and influence over material decisions affecting the business.  No matter how new or established your business is, our Private Equity and Venture Capital expertise, together with our wider group of specialist lawyers in our tax, M&A, pensions, intellectual property and real estate teams are on hand to provide a one-stop-shop for PE/VC backed transactions.

    Funding & Finance

    Negotiations with banks and other lenders

    In discussions with banks and other lenders, the lender will often insist upon its “standard” terms. Yet no corporate funding should be one-size-fits-all. Borrowers may not realise the extent to which they can negotiate more favourable terms, and that this option is open to companies of all sizes and industries. Since any significant loan will have a material impact on your business, it is important to understand the riskier conditions and negotiate accordingly, or at least be very clear on the terms of the borrowing and your commitment to the lender.

    General secured lending

    Whether you are looking to secure finance or are a financial institution looking for the right legal partner, we have you covered. For borrowers both new and experienced, we can help you get your ducks in a row from the outset so your transaction is not delayed by last-minute requests by the lender. Charges, debentures and guarantees create far-reaching powers—we help ensure that no more security than necessary is provided and the lender will not unduly interfere in your company’s management. Our cross-functional team deals with all types of asset classes including real estate, shares in private companies, equipment and receivables.

    Personal guarantees

    Directors often agree to guarantee loans to their company on the assumption that the lender will never have any cause to rely on it, only to have their guarantee called upon when the company runs into difficulty.

    If you are a shareholder or director providing a personal guarantee in connection with your company’s borrowings, you will need to seek independent legal advice separate from the company’s solicitors as a condition of the loan. Our funding and finance team can walk you through this process. We make sure that you understand the full extent of your personal exposure and, where possible, negotiate terms to avoid the potential for unlimited liability.

    We can also support you when a personal guarantee is enforced by a lender. We regularly advise clients on the possible avenues for challenging the enforcement of a personal guarantee, for example, by challenging unfair terms and undue influence.

    Group Structures

    Working closely with you and your tax advisers and legal advisers in other jurisdictions as appropriate, we develop and implement the optimum corporate group structure for your business, to align legal and operational requirements. This work includes simplification and/or divisionalisation of businesses and legal structures, to achieve effective and efficient use of resources and to integrate acquisitions.

    At what stage is your business?

    Each stage of a business has its own challenges and opportunities. Our corporate lawyers specialise in advising established businesses through to exit.

    Learn more

    Phase four Establishedopen

    You should be thinking about:

    • Staying driven
    • Implementing better business practices
    • Automation and outsourcing
    • The bigger picture – the economy, competitors and changing customer tastes

    Learn how we can help

    Phase five Expansionopen

    You should be thinking about:

    • Adding new products or services to existing markets
    • Expanding your existing business into new markets
    • Joint ventures and licensing opportunities
    • Acquiring other companies – competitors, or assets which will complement, or assist with the diversification, of your existing business
    • The funding and management experience to take the business to another level

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    Phase six Matureopen

    You should be thinking about:

    • Reinvention and reinvestment
    • Succession
    • Exit strategy

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    Phase seven Exitopen

    You should be thinking about:

    • A proper valuation of your company
    • Optimising your business ahead of sale
    • Making sure the deal is structured in a way which maximises the upside, and minimises the risk
    • Your next professional or personal step after exiting the business

    Learn how we can help

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