Corporate & Commercial Law

Overview

Corporate & Commercial Legal Services

Richard Foxton advises businesses of all sizes on corporate and commercial matters, from early-stage start-ups through to established enterprises. Whether you are forming a new company, negotiating a merger, raising investment, or planning an exit, we provide clear, commercial advice that protects your interests and supports your objectives.

Our approach is grounded in understanding your business and its commercial context. We work closely with directors, shareholders, and investors to deliver practical solutions that manage risk while facilitating growth.

What We Do

How We Can Help

Company Formation & Structuring

Advising on the most appropriate legal structure for your business, whether a limited company, LLP, or partnership arrangement.

Mergers & Acquisitions

Acting for buyers and sellers on share and asset acquisitions, management buyouts, and business disposals.

Shareholder Agreements

Drafting and negotiating agreements that govern relationships between shareholders and protect minority interests.

Equity Funding & Investment

Supporting businesses through seed rounds, Series A funding, venture capital, and private equity investment.

Corporate Restructurings

Advising on group reorganisations, demergers, share-for-share exchanges, and schemes of arrangement.

Joint Ventures

Structuring and documenting joint venture arrangements between two or more parties, including governance frameworks.

Due Diligence

Conducting thorough legal due diligence on target companies and assets, identifying risks and liabilities before completion.

Directors' Duties & Governance

Advising directors on their statutory duties, board procedures, conflicts of interest, and corporate governance best practice.

Specialist Practice

Banking & Finance

We advise borrowers, lenders, and intermediaries on a range of banking and finance transactions, providing commercially focused guidance on documentation, security, and regulatory requirements.

Loan Facilities

Advising on term loans, revolving credit facilities, and overdraft arrangements with institutional and private lenders.

Refinancing & Restructuring

Guiding businesses through debt refinancing, covenant amendments, and financial restructuring negotiations.

Secured Transactions

Drafting and reviewing security documentation including debentures, charges, guarantees, and intercreditor arrangements.

Asset-Based Lending

Supporting asset-backed financing including invoice discounting, stock finance, and plant and machinery lending.

Private Lending Structures

Advising private lenders and borrowers on bespoke lending arrangements outside of traditional banking channels.

Corporate Borrowing

Advising corporate borrowers on facility agreements, compliance obligations, and lender relationship management.

Our Approach

How We Work With You

Initial Consultation

We begin with a thorough discussion of your business objectives, timeline, and commercial context to understand exactly what you need.

Strategic Advice

We provide clear, practical advice on the best structure and approach for your transaction, identifying risks and opportunities early.

Execution & Completion

We manage the legal process efficiently, coordinating with all parties to ensure your transaction completes on time and on terms that protect you.

Common Questions

Frequently Asked Questions

The right structure depends on factors such as the number of owners, your appetite for risk, tax considerations, and your plans for growth and investment. A private limited company is the most common choice for businesses seeking limited liability and a clear governance framework, but partnerships and LLPs may be more appropriate in certain circumstances. We can advise you on the most suitable structure based on your specific objectives.

A mergers and acquisitions transaction typically involves several stages: initial negotiations and heads of terms, due diligence on the target business, negotiation of the acquisition agreement (whether a share purchase agreement or asset purchase agreement), satisfaction of conditions precedent, and completion. The process can take anywhere from a few weeks to several months depending on the size and nature of the transaction. We guide clients through each stage, managing risk and ensuring their interests are protected.

We assist businesses raising equity finance at all stages, from seed funding through to later-stage venture capital and private equity investment. This includes advising on term sheets, drafting and negotiating subscription and shareholder agreements, ensuring compliance with securities regulations, and managing the completion process. We also advise investors on their rights, protections, and governance arrangements.

A shareholder agreement sets out the rights and obligations of shareholders in a company, covering matters such as decision-making, dividend policy, restrictions on share transfers, drag-along and tag-along rights, and what happens when a shareholder wishes to exit. It supplements the company's articles of association and provides a confidential framework for managing the relationship between shareholders. Having a well-drafted shareholder agreement in place can prevent disputes and protect your investment.

Business Formation to Exit