Corporate & Commercial

Support for founders, boards and corporations on transactions, governance and commercial arrangements.

What we do

Services in this practice

M&A and strategic alliances
Transactions work best when legal structure, regulatory approvals and commercial terms are planned together. We act for acquirers, sellers and joint-venture partners from the first term sheet through to closing and integration.
- Deal structuring and legal due diligence
- Share and asset purchase agreements
- Joint venture and strategic alliance arrangements
- Regulatory approvals, filings and closing mechanics
Shareholders’ agreements and cap tables
A clear shareholders’ agreement and a clean capitalisation table prevent many disputes between founders and investors. We draft and negotiate these documents and help companies keep them consistent with their articles and statutory records.
- Shareholders’ and share subscription agreements
- Alignment with the articles of association
- Transfer restrictions, pre-emption and exit rights
- Cap table review and corporate record clean-up
Commercial contracts and licensing
Well-drafted contracts allocate risk, define performance and make disputes easier to resolve. We prepare and review supply, services, distribution, technology and licensing agreements for companies of every size.
- Supply, services and distribution agreements
- Software, technology and IP licences
- Standard terms and template contracts
- Contract review, risk allocation and renegotiation
Private equity and venture capital
We advise both sides of a funding transaction, with attention to foreign investment rules, investor protections and the path to exit.
- Term sheets and investment documentation
- Foreign investment and FEMA compliance
- Investor rights and governance terms
- Exits, buy-backs and secondary sales
Corporate governance and board advisory
Directors carry statutory duties and personal exposure. We help boards understand and meet those duties and put sound governance practices in place.
- Board and committee procedures
- Directors’ duties, related-party and disclosure matters
- Annual compliance and statutory register reviews
- Governance policies and internal compliance frameworks
Start-ups and ESOP structuring
Founders need sound structure early: the right entity, clear founder terms and an equity plan that works for hiring and fundraising.
- Incorporation and founder arrangements
- ESOP plan design and grants
- Funding documents and convertible instruments
- Vendor, employment and customer contracts