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Core practice area

Capital Markets & Capital Raising

CorpLaw provides legal advice to listed and privately held companies, their owners and investors on capital raising and securities law. We assist with transaction structure, documentation, negotiation and execution, as well as preparations for listing and ongoing corporate governance.

When is advice needed?

  • When a company is raising equity or structuring new financing.
  • Ahead of a listing or a transfer to another market.
  • When the board and management need to address disclosure and inside information.
  • For general meetings, share issue resolutions or public takeover offers.

How we assist

Capital raising

Structuring new share issues, rights issues and directed issues. Investment, subscription and shareholders’ agreements, together with legal issues relating to warrants, convertible instruments and bond financing.

Listings and market transfers

Legal review of the company, adaptation of governance documents and contracts, and support with legal due diligence and prospectus preparation.

Disclosure and MAR

Advice on disclosure, inside information and internal procedures under the Market Abuse Regulation (MAR) and the relevant trading venue’s rules.

General meetings and governance

Notices, proposed resolutions and minutes for annual and extraordinary general meetings. Share issue resolutions, authorisations and board governance documents.

Public takeover offers

Legal issues concerning offer structure, terms and documentation, and the company’s decision-making and communication. Applicable takeover rules must be assessed for the shares and market concerned.

Questions to resolve early

The company’s circumstances
Ownership, funding needs, existing agreements and listed or private status affect the structure and decision-making process.
Coordination and responsibility
The scope, timetable and allocation of responsibilities between the company and the advisers involved are agreed at the outset.
Legal advice, not placement
Our advice concerns legal matters. It does not include finding investors, placing securities or guaranteeing financing.

Questions and answers

Do you advise both listed and private companies?

Yes. Advice is tailored to the ownership structure, financing instrument and rules applicable to the specific matter.

Which rules apply to a transaction?

That depends on the company, instrument, offer and trading venue. Applicable rules and any exemptions must be checked for each engagement.