A deal making process
- Fundraising agreements,
- Letters of intent, non-disclosure and exclusivity agreements, data room policies.
- Due diligences and report,
- Memorandum of understanding, Investment agreements, acquisition agreements,
- Representations and warranties agreement, counter-guaranties,
- Shareholders’ agreement, management packages,
- Capital increase and Issuance of complex securities (BSA, BSPCE, OC, OBSA, etc.).
Mergers & Acquisitions
An optimized and multidisciplinary handling
- Assistance to negociations,
- Due diligences (corporate, contracts, IP, litigation, tax, labour law),
- Shares purchase agreement; corporate documentation,
- Tax and financial optimisation of the representations and warranties agreement,
- Following-up, amicable resolution of the calls in warranties.
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Strategy and optimisation
- Creation of holdings, investment agreements, mergers, de-mergers; assets transfers; etc.
- Governance and by-laws amendments, internal rules of the corporate bodies, delegations of powers, etc.
- Advising minority and majority shareholders (compliance with corporte law, abuse of rights and irregularitues pre-litigation).
Complex shares issuances
Expertise and creativity
- Advising ounders and investors on shares and bonds issuances: elaboration of options, financial and voting rights to be granted to shareholders, investors, CEOs, salaried:
- preferred shares, tracking stocks, stock-options, free shares, BSPCE, BSA, OC, OBSA, etc.).
- Tax optimisation.
Stock Exchange Law
A regulated operation
IPOs, issuance of complex securities, public notices, corporate and contractual documentation, legal releases, laising with AMF, secondary agreements (liquidity, share promotion, etc.).
The firm establishes a detailed legal agenda, and supervises its fullfilment in coordination with all the players.
Tax and property Law
Analysis and tax structuration
The analysis and tax structuration of the operations are handled in cooperation with Me Frédéric Guilguet, attorney-at-law at the Paris Bar.
Me Frederic Guilguet’s 15-year expertise covers both corporate finance and individuals’ taxation.
Me Guilguet regularly gives speeches as legal expert within banks, Francis Lefebvre and EFE.
Contracts Legal follow-up
A day-by-day legal assistance of your business activity
- Negociation and drafting of all internal and international agreements.
- Internal legal audit of your activity.
- Assignment of your legal and paralegal follow-up.
Litigation, arbitration and alternative dispute resolution
The firm represents its clients before all civil and commercial jurisdictions (first degree and appeal), and within any prelitigation phase, arbitration, conciliation and amicable settlement.
The firms deals, in particular, with disputes between shareholders, abuse of minority/majority and directors’ liability.