When companies and founders embark on fundraising, they enter into a web of agreements — term sheets, subscription agreements, shareholders' agreements, and convertible instruments — each of which imposes binding obligations, performance targets, and conditions on the parties involved. A failure to meet these commitments, or a misunderstanding of their scope, can expose founders and companies to significant liability, including claims for breach of warranty, misrepresentation, or default. We advise companies and founders on structuring and negotiating these arrangements to manage risk from the outset and to respond decisively when disputes arise.

Investors face their own distinct set of risks. Cross-border investments carry country risk — the possibility that political instability, regulatory change, or economic disruption in a target jurisdiction will erode the value of an investment or frustrate its return. Insolvency risk is equally pressing: an investor must assess whether a target company or counterparty is financially resilient and must understand its rights and remedies should that counterparty become insolvent. We help investors evaluate and mitigate these risks through due diligence, structuring, and enforcement strategies tailored to the jurisdictions and asset classes in which they operate.

Employee-related issues can rapidly escalate into full-blown crises. Whistleblower reports, whether concerning financial irregularities, regulatory breaches, or workplace misconduct, place senior management under immediate legal and reputational pressure. When such reports surface, businesses must respond promptly, conduct thorough internal investigations, and comply with statutory protections afforded to whistleblowers — all while safeguarding the company's position. We advise on the design and conduct of workplace investigations, from scoping and evidence preservation through to findings, remedial action, and any necessary regulatory reporting, ensuring that the process is robust, defensible, and proportionate to the issues at hand.

Restructuring is not solely a response to financial distress. Businesses restructure for a wide range of commercial reasons — to achieve greater tax efficiency, to comply with evolving regulatory requirements, to streamline operations following a merger or acquisition, or to reposition strategically. Whatever the driver, a restructuring exercise involves complex legal considerations across corporate, contractual, employment, and regulatory dimensions. Where a company does face cash flow difficulties or questions over its solvency, the stakes are even higher, with formal insolvency processes affecting the rights of creditors, employees, and shareholders alike. We advise on all forms of restructuring and insolvency, ensuring our clients' interests are protected throughout.

Directors occupy a position of considerable responsibility, and with that responsibility comes significant personal exposure. They owe fiduciary duties to the company, including duties of care, skill, and diligence, and must act in good faith and in the best interests of the company. A breach of these duties can give rise to personal liability, disqualification proceedings, and reputational damage. We advise directors on the scope of their obligations across a wide range of scenarios, including periods of financial distress, whistleblower reports, proposed transactions, and regulatory investigations, and can also help to put in place governance frameworks that minimise risk before issues arise. Where claims are brought, we act swiftly to defend their position.

Shareholders must remain vigilant to instances where their rights are being diminished or oppressed. Whether through the dilution of shareholdings, the exclusion of minority shareholders from decision-making, or conduct that is unfairly prejudicial to their interests, shareholders who do not act to protect their position risk losing it. The remedies available — including petitions for minority opression, derivative claims, and applications to enforce the terms of shareholder agreements — require prompt and decisive action to be effective. We act for shareholders in these disputes, ensuring that their rights are upheld, their investments are protected, and appropriate relief is obtained.tem description

Every business, regardless of its size or sector, must keep on top of its receivables and act swiftly when debts go unpaid. Delayed or ineffective recovery can quickly threaten a company's own solvency, particularly in a cross-border environment where pursuing debtors across multiple jurisdictions brings additional procedural and enforcement challenges. Beyond debt recovery, businesses must also manage litigation risk — as claimant or defendant — across commercial, regulatory, and contractual disputes, including those raising complex questions of applicable law and the recognition of foreign judgments. We provide a robust debt recovery and litigation service, both domestically and internationally, from pre-action negotiations through to trial and the cross-border recovery of assets.