Company formation and corporate relationships
UK company formation is not technically difficult but it does involve a fair amount of legal paperwork, particularly if there is more than one shareholder. We can assist with all aspects of company formation, including drafting of necessary Board resolutions, Articles of Association, etc. We have acted as Company Secretary for several of our clients over the years. We have also liaised with lawyers and other professionals in other countries, in relation to the formation of overseas companies.
Where there are to be several shareholders, we can assist the parties to reach agreement on how they will work together and take key decisions. We have extensive experience of drafting and negotiating shareholder agreements and joint venture agreements, and in advising on related issues, eg due diligence, setting up share option schemes, drafting non-executive directors' agreements, etc.
We also have experience of assisting with investment transactions, including acting on follow-on investment rounds. If significant financial investment is involved (e.g. several million pounds), we would generally involve a corporate finance law specialist from another firm with whom we have a close working relationship.
As well as acting for corporate and university clients, we have experience of advising individual investors, academics and directors on their interests in corporate transactions.
Client examples:
- We acted as Company Secretary of Imperial Innovations Limited (a university technology transfer company) for more than 5 years.
- We set up share option schemes for Piramed Limited (a UK biotech company).
- We were involved in advising Xenova Group plc on its joint venture with Marie Curie Cancer Care, Phogen Limited, including eventually assisting in a members' voluntary liquidation of the company.
- We advised Xenova Group plc on a sale of business assets to a start-up company founded by one of its research scientists, including drafting and negotiating all contract documentation.
