Best corporate lawyers in London for deals, funding and growth

Corporate lawyers advise on decisions that change the ownership, control, funding and future direction of a business. Their work can begin with a founders’ agreement or first investment round and continue through employee share schemes, acquisitions, reorganisations, joint ventures and an eventual sale.

The appropriate firm depends on the company and transaction rather than reputation alone.

A venture-backed technology company raising from US investors may need lawyers familiar with transatlantic financing terms, intellectual-property ownership and complex preference rights. An owner-managed company acquiring a competitor may place greater value on direct partner access, a proportionate fee structure and support with employment, property and commercial contracts.

Sector knowledge also matters. A life-sciences transaction can involve patents, licences, clinical development, manufacturing and regulatory approvals alongside the corporate documents. A software deal may depend heavily on code ownership, data protection, recurring-revenue contracts and employee incentives.

This guide covers seven London corporate law firms with different strengths. Cooley and Taylor Wessing provide substantial international platforms. Marriott Harrison and Waterfront Law focus closely on growth companies, investors and technology-led businesses. Harper James offers subscription and project-based pricing for growing companies, while RT Coopers combines corporate advice with scientific, intellectual-property and regulatory expertise. Johns Law Partners provides a broader smaller-firm option for owner-managed companies seeking accessible corporate and commercial support.

This is an editorial guide rather than legal advice. Before instructing a firm, a business should check the proposed solicitor’s current professional status, transaction experience, conflicts, scope and fee structure.

What corporate lawyers advise on

Corporate legal work commonly includes:

• Company formation
• Group structures
• Founders’ agreements
• Shareholder agreements
• Articles of association
• Directors’ duties
• Corporate governance
• Share issues and transfers
• Seed funding
• Venture-capital investment
• Growth capital
• Private-equity investment
• Advanced subscription agreements
• Convertible loan notes
• Employee share options
• EMI schemes
• Joint ventures
• Mergers and acquisitions
• Business and asset sales
• Management buyouts
• Reorganisations
• Share buybacks
• Reductions of capital
• Due diligence
• Disclosure
• Completion
• Post-completion filings

Related advice may be required from employment, tax, intellectual-property, commercial-contract, regulatory, competition or data-protection specialists.

The engagement letter should identify which services are included and which will be quoted separately.

Founders’ and shareholder agreements

A founders’ or shareholder agreement can deal with:

• Ownership
• Board appointments
• Voting
• Reserved matters
• Funding obligations
• Founder vesting
• Leaver provisions
• Share transfers
• Pre-emption rights
• Drag-along rights
• Tag-along rights
• Deadlock
• Confidentiality
• Intellectual-property ownership
• Restrictive covenants
• Dispute resolution
• Exit arrangements

These documents are easiest to negotiate before a relationship has deteriorated.

Founders should consider realistic future scenarios rather than only how the company operates on signing day. Relevant questions include what happens if a founder stops working, refuses further investment, wants to sell, becomes ill or disagrees with the company’s direction.

Funding rounds

A corporate lawyer supporting a funding round may assist with:

• Term-sheet review
• Cap-table analysis
• Due diligence
• Investment agreement
• Articles of association
• Disclosure
• Founder vesting
• Investor consent rights
• Information rights
• Warranties
• Board arrangements
• Share-option pools
• Companies House filings
• Post-completion governance

The headline valuation does not explain the complete commercial effect of an investment.

Founders should understand:

• Liquidation preferences
• Anti-dilution provisions
• Consent rights
• Founder restrictions
• Vesting
• Leaver terms
• Option-pool dilution
• Future funding obligations
• Investor controls
• Exit provisions

The lawyer should explain how these terms could operate in realistic future financing and sale scenarios.

Mergers and acquisitions

A corporate acquisition or disposal normally involves several workstreams.

These can include:

• Heads of terms
• Transaction structure
• Due diligence
• Share or asset purchase agreement
• Disclosure letter
• Tax covenant
• Warranties
• Indemnities
• Restrictive covenants
• Earn-out provisions
• Deferred consideration
• Escrow
• Completion accounts
• Employment transfers
• Property
• Intellectual property
• Data protection
• Regulatory approvals
• Completion
• Integration

The lowest headline legal quote may exclude substantial due diligence or specialist work.

Ask the firm to identify:

• Assumptions
• Included documents
• Due-diligence limits
• Specialist departments
• Completion support
• Post-completion filings
• Abort costs
• Additional hourly work

How much do corporate lawyers cost in London?

Corporate legal fees can be structured through:

• Hourly rates
• Fixed fees
• Capped fees
• Monthly subscriptions
• Retainers
• Staged transaction fees
• Blended team rates
• Fixed document products
• Completion-related fees in limited cases

The total cost depends on:

• Transaction value
• Company-record quality
• Number of shareholders
• Number of investors
• Due-diligence scope
• Negotiation complexity
• International elements
• Regulatory approvals
• Tax structuring
• Timetable
• Number of documents
• Specialist advice
• Whether the transaction completes

A business should request a written scope containing:

• Lead partner
• Day-to-day solicitor
• Hourly rates
• Fixed or capped elements
• Assumptions
• Exclusions
• Specialist costs
• Foreign-law costs
• Reporting frequency
• Abort costs
• Post-completion work

Cooley

London office: 22 Bishopsgate, London, EC2N 4BQ

Phone: 020 7583 4055

Website

Cooley is an international law firm with a particularly prominent practice advising emerging companies, venture-capital investors, technology businesses and life-sciences organisations.

Its corporate services include:

• Company formation
• Emerging-company advice
• Venture-capital financing
• Growth investment
• Fund formation
• Mergers and acquisitions
• Private equity
• Capital markets
• Public-company advice
• Corporate governance
• Strategic transactions

The London office forms part of a broader US, European and Asian platform, making the firm especially relevant to UK companies expecting to raise from overseas investors or build a substantial US presence.

Emerging companies

Cooley advises companies from formation through funding, expansion and exit.

Its work can include:

• Founder arrangements
• Early-stage investment
• Preferred-share financings
• Venture debt
• Later-stage rounds
• Employee incentives
• Governance
• Strategic partnerships
• Acquisitions
• IPO preparation

Continuity can be useful for a high-growth company. A firm that understands the original cap table, previous investment rights and intellectual-property history may identify issues more efficiently during a later financing or sale.

Venture capital

Cooley acts for companies and investors.

That two-sided experience helps the team understand both the protections investors commonly require and the operational concerns of founders and management teams.

A venture transaction may involve:

• Term sheets
• Investment agreements
• Articles
• Preference rights
• Board rights
• Founder vesting
• Option pools
• Due diligence
• Side letters
• Secondary share sales
• Post-completion governance

The firm is particularly relevant where the transaction involves US investment terms or entities established in more than one jurisdiction.

Technology and life sciences

Cooley’s broader practice includes intellectual property, licensing, regulatory, privacy, employment and litigation support.

This is important for companies whose value depends on technology, patents, regulated products or proprietary data.

A life-sciences financing, for example, may require review of:

• Patent ownership
• University licences
• Research agreements
• Clinical arrangements
• Regulatory milestones
• Manufacturing
• Collaboration agreements
• Employee inventions

A software transaction may depend on:

• Code ownership
• Contractor assignments
• Open-source software
• Customer contracts
• Data rights
• Cybersecurity
• Recurring revenue
• Employee options

Transatlantic transactions

UK companies raising from US funds may encounter different expectations around deal structure, diligence and governance.

Cooley can coordinate UK and US elements through one international firm, reducing the number of separate advisers required.

The client should still obtain a clear scope explaining which jurisdiction’s lawyers will be involved and how their fees will be charged.

Pros

• Particularly strong alignment with venture-backed and high-growth companies
• Extensive company-side and investor-side financing experience
• UK and US capability within one international platform
• Strong technology and life-sciences support
• Can advise from formation through later funding, M&A and capital markets
• Access to specialist intellectual-property, licensing and regulatory lawyers

Best for: Venture-backed technology and life-sciences companies, institutional investors and transactions involving both the UK and US.

What to confirm: UK and US scope, lead partner, day-to-day team, relevant funding-stage experience, specialist work and projected transaction cost.

Marriott Harrison

Phone: 020 7209 2000

Email: enquiries@marriottharrison.com

Website

Marriott Harrison is a London law firm advising entrepreneurs, growth companies, investors and established businesses.

Its corporate work includes:

• Venture-capital investment
• Growth capital
• Mergers and acquisitions
• Private equity
• Founder arrangements
• Shareholder agreements
• Reorganisations
• Joint ventures
• Strategic investments
• Governance
• Exits

The firm sits between a small corporate boutique and a major global practice. Its model may suit businesses that want recognised growth-company experience and direct senior involvement without appointing a much larger international team.

Founders and growth companies

Marriott Harrison advises businesses from early development through funding, expansion and exit.

Its clients include companies in technology, media, consumer markets and other growth sectors.

Corporate support may include:

• Founder documentation
• Cap-table matters
• Seed funding
• Series A and later rounds
• Governance
• Employee incentives
• Acquisitions
• Secondary share sales
• Exit preparation
• Company sales

A continuing relationship can help a firm understand the company’s historical documents and commercial priorities before a time-sensitive transaction begins.

Investors

The firm also acts for venture and growth-capital investors.

Investor-side work can include:

• Term sheets
• Due diligence
• Investment agreements
• Articles
• Board rights
• Information rights
• Warranties
• Follow-on investments
• Portfolio-company matters
• Exits

Experience on both sides can help the lawyers distinguish between protections that are commercially important and points capable of pragmatic negotiation.

M&A and private equity

Marriott Harrison advises on acquisitions, disposals, management transactions and private-equity work.

Its broader teams can assist with related areas such as:

• Tax
• Employment
• Commercial contracts
• Real estate
• Disputes

This can be useful where the transaction extends beyond the share purchase agreement.

Focused London relationship

The firm’s London base and growth-company positioning may appeal to founders who value direct access to the proposed partner.

Before instructing, ask how much work will be handled by the partner, senior associates and junior solicitors.

Pros

• Strong focus on founders, growth companies and investors
• Venture capital, growth investment, M&A and private-equity capability
• Acts for both companies and funds
• Partner-led London practice
• Relevant experience in technology and innovation-led sectors
• Wider tax, employment, commercial and disputes support available

Best for: Founders, scaleups and growth investors seeking a focused London corporate adviser through funding, expansion and exit.

What to confirm: Comparable deals, partner involvement, specialist support, foreign-counsel costs, fee assumptions and post-completion work.

Waterfront Law

Phone: 020 7234 0200

Business hours:

• Monday to Friday: 9:00 AM to 5:30 PM
• Saturday to Sunday: Closed

Website

Waterfront Law is a London boutique specialising in corporate, technology, intellectual-property, commercial, data-protection and employment law.

Its corporate services include:

• Venture-capital investment
• Fundraising
• Mergers and acquisitions
• Corporate governance
• Shareholder agreements
• Reorganisations
• Joint ventures
• EMI schemes
• Share options
• Corporate advisory
• Exit planning

The firm is particularly relevant to technology and intellectual-property-rich businesses that need several connected areas of advice from one specialist practice.

Venture-capital transactions

Waterfront acts for founders, companies and investors.

Its published venture-capital services include:

• Term sheets
• Funding structures
• Due diligence
• Investment agreements
• Articles
• Completion
• Post-completion work

The firm can also help companies prepare for investment by reviewing:

• Cap table
• Founder arrangements
• Intellectual-property ownership
• Option grants
• Commercial contracts
• Data protection
• Corporate records

Resolving these matters before formal investor diligence can reduce avoidable delays.

Corporate advisory

Waterfront provides ongoing corporate support covering:

• Governance
• Board composition
• Shareholder rights
• Reorganisations
• Option schemes
• Company-secretarial matters
• Strategic transactions

This may suit companies that need regular advice between major funding or M&A events.

Intellectual property and technology

A central advantage is the integration of corporate work with Waterfront’s technology and intellectual-property practices.

A financing or acquisition can be undermined by uncertainty over:

• Software ownership
• Contractor-created code
• Trademarks
• Patents
• Copyright
• Licensing
• Data rights
• Customer terms
• Open-source components

Keeping these areas within one firm can simplify due diligence and reduce handovers between unrelated advisers.

Boutique structure

A smaller team can provide direct access to experienced lawyers and a focused working relationship.

The client should ask how the firm allocates resources when several deals have overlapping completion dates, particularly where the proposed transaction is urgent.

Pros

• Combines corporate advice with technology and intellectual-property expertise
• Advises companies and investors on venture-capital transactions
• Offers M&A, governance, restructuring and share-option support
• Particularly relevant to software, digital and IP-rich businesses
• Data-protection, employment and commercial-contract advice available
• Boutique structure can provide direct access to senior lawyers

Best for: Technology businesses requiring corporate, commercial, intellectual-property and data advice through one London boutique.

What to confirm: Transaction team, completion capacity, intellectual-property diligence, employment scope, pricing model and post-completion support.

Taylor Wessing

London office: 5 New Street Square, London, EC4A 3TW

Website

Taylor Wessing is an international law firm providing corporate, M&A, private-equity, venture-capital and capital-markets advice.

Its services include:

• Buy-side M&A
• Sell-side M&A
• Venture-capital transactions
• Private equity
• Joint ventures
• Reorganisations
• Carve-outs
• Corporate governance
• Capital markets
• Public-company work
• Cross-border transactions

The firm is especially associated with technology, life sciences, media, consumer brands and other innovation-led sectors.

Venture capital

Taylor Wessing advises companies and investors throughout the business lifecycle.

Its international venture-capital platform includes major European technology centres and relationships across wider global investment markets.

The team can advise on:

• Seed and growth investment
• Preferred-share rounds
• Strategic investment
• Secondary transactions
• Founder matters
• Governance
• Employee incentives
• Follow-on funding
• Exit preparation

This is particularly relevant where the investor group or company structure spans several countries.

Mergers and acquisitions

The firm advises on domestic and cross-border acquisitions and disposals.

Its work can include:

• Transaction structure
• Due diligence
• Purchase agreement
• Disclosure
• Regulatory approvals
• Tax
• Employment
• Intellectual property
• Data
• Competition
• Completion
• Post-deal integration

Taylor Wessing’s international network allows the London team to coordinate local advice where a transaction covers multiple jurisdictions.

The client should obtain a combined estimate showing London and overseas-office fees.

Private equity

Taylor Wessing also advises on private-equity investments, management arrangements and exits.

A private-equity transaction may involve:

• Acquisition structure
• Debt financing
• Management equity
• Incentive arrangements
• Warranty and indemnity insurance
• Reinvestment
• Governance
• Exit rights

The firm’s broader corporate and financing capabilities can support these connected workstreams.

Technology and life sciences

Its sector focus allows corporate lawyers to draw on specialists in:

• Intellectual property
• Licensing
• Regulatory law
• Data protection
• Cybersecurity
• Competition
• Employment
• Tax

This can be valuable where the target company’s commercial value depends on regulated products, software, patents or data.

Pros

• International M&A, venture-capital and private-equity capability
• Particularly relevant to technology and life-sciences transactions
• Can coordinate cross-border deals through a broad office network
• Advises companies, investors, buyers and sellers
• Access to tax, competition, employment, IP and data specialists
• Suitable for complex mid-market transactions

Best for: International M&A, private equity and venture-capital transactions involving technology, life sciences or other innovation-led sectors.

What to confirm: London team, overseas-office input, specialist scope, regulatory work, cost-reporting frequency and abort costs.

Harper James

London meetings: Available by arrangement through a primarily remote national practice

Phone: 0800 689 1700

Business hours:

• Monday to Friday: 9:00 AM to 5:30 PM
• Saturday to Sunday: Closed

Website

Published Enable plan:

• £239 per month
• Twelve-month subscription
• £159 monthly credit towards future work
• Access to discounted standard rates
• Project and fixed-fee options are also available

Harper James is a commercial law firm built around growing companies and alternative pricing models.

Its corporate services include:

• Company formation
• Founder agreements
• Shareholder agreements
• Seed funding
• Venture-capital rounds
• Private-equity investment
• Mergers and acquisitions
• Share options
• Governance
• Restructuring
• Exit planning

The firm operates mainly through a remote national model, with meetings available where required.

Subscription pricing

Harper James publishes several ways to purchase legal services.

Its Enable plan is designed for startups and smaller businesses. The current published structure includes:

• A 12-month commitment
• A £239 monthly subscription
• £159 monthly credit
• Discounted standard rates

The subscription is not unlimited legal advice.

A business considering the plan should ask:

• How monthly credit is applied
• Whether unused credit expires
• Which lawyers’ rates receive the discount
• What falls outside the plan
• How large transactions are scoped
• What happens at renewal
• Whether the subscription can be ended early

For a company using legal support regularly, the plan may make expenditure easier to anticipate. A business needing only one isolated document should compare the subscription with a fixed-fee or project quote.

Corporate transactions

Harper James advises on funding rounds, acquisitions, disposals and reorganisations.

The transaction will normally be scoped separately, even where the client holds a subscription.

Ask for a written estimate covering:

• Due diligence
• Main documents
• Disclosure
• Specialist advice
• Completion
• Companies House filings
• Abort costs
• Post-completion work

Wider commercial support

The firm also advises on:

• Employment
• Commercial contracts
• Intellectual property
• Data protection
• Technology
• Disputes

This can suit a growing company that needs regular operational legal support rather than assistance with only one transaction.

Remote model

A remote model can reduce the reliance on traditional office meetings and make it easier to work with lawyers across the country.

Businesses that prefer frequent in-person meetings should establish how those will be arranged before committing.

Pros

• Corporate practice designed around startups, scaleups and established growth businesses
• Transparent subscription and project-based pricing options
• Advises on funding, M&A, governance and share options
• Wider employment, commercial, IP and data support available
• Remote national model can provide flexible access
• Fixed-fee products are available for selected common requirements

Best for: Growing UK businesses seeking ongoing corporate and commercial support with published subscription and project-pricing options.

What to confirm: Subscription commitment, credit rules, renewal, solicitor seniority, transaction estimate, specialist costs and in-person meeting arrangements.

Flexible and accommodating

“Harper James were flexible and accommodating to our stage of business. The solicitor was responsive and made sure we understood the work.”

Simone Werzberger, Google review

Thorough and detail oriented

“The account-services team was responsive, and the solicitors were thorough. I felt informed throughout the process.”

Isabelle Harrison, Google review

RT Coopers Solicitors

Phone: 020 7488 9947

Email: enquiries@rtcooperssolicitors.com

Business hours:

• Monday to Friday: 8:30 AM to 6:30 PM
• Saturday to Sunday: Closed

Website

RT Coopers is a London firm advising on corporate, commercial, intellectual-property and regulatory matters, with a particular focus on technically complex and regulated sectors.

Its sector experience includes:

• Pharmaceuticals
• Biotechnology
• Life sciences
• Medical products
• Food
• Supplements
• Cosmetics
• Chemicals
• Information technology
• Technology transfer

Its corporate and commercial work can include:

• Acquisitions
• Corporate finance
• Commercial agreements
• Licensing
• Joint ventures
• Research and development agreements
• Manufacturing agreements
• Distribution
• Technology transfer
• Intellectual-property strategy
• Regulatory advice

Life sciences and pharmaceuticals

RT Coopers’ principal distinction is the combination of scientific and legal knowledge.

A pharmaceutical or biotechnology transaction can involve:

• Patent ownership
• Licensing
• Clinical trials
• Regulatory approval
• Manufacturing
• Distribution
• Research arrangements
• Product liability
• Commercialisation
• Market access

A conventional corporate due-diligence process may not examine these matters in sufficient depth without specialist input.

Corporate and commercial integration

The firm can advise on the corporate transaction alongside related commercial agreements.

For a life-sciences business, this could include:

• Share acquisition
• Investment
• IP licence
• Research collaboration
• Manufacturing
• Distribution
• Technology transfer
• Regulatory responsibilities

Keeping these issues within one sector-focused team can reduce the risk of the corporate structure being reviewed separately from the contracts supporting the company’s value.

Scientific background

The firm publishes scientific and industry experience within its life-sciences practice.

This may help the lawyers understand technical terminology, development stages and regulatory risks without requiring the client to explain every concept from first principles.

The relevant expertise should still be checked against the proposed product and transaction.

Sector fit

RT Coopers is most relevant where science, regulated products or intellectual property are central.

A conventional acquisition involving a general trading or professional-services company may not require this degree of specialist sector focus.

Pros

• Corporate, commercial, IP and regulatory capability within one firm
• Particularly relevant to pharmaceuticals, biotechnology and life sciences
• Scientific understanding can support technical due diligence
• Experience with licensing, R&D, manufacturing and technology-transfer agreements
• London boutique structure
• Suitable for regulated-product and IP-intensive transactions

Best for: Pharmaceutical, biotechnology, life-sciences and regulated-product businesses requiring corporate, commercial, IP and regulatory advice together.

What to confirm: Proposed corporate team, scientific expertise, regulatory scope, relevant transaction examples, foreign-law input and fee structure.

Johns Law Partners

Phone: 0800 002 5229

Mobile and WhatsApp: 07427 415209

Business hours:

• Monday to Saturday: 8:30 AM to 6:30 PM
• Sunday: Closed

Website

Johns Law Partners is a London firm providing corporate and commercial advice alongside employment, real estate, finance, procurement and dispute-resolution services.

Its published corporate work includes:

• Mergers and acquisitions
• Business purchases and sales
• Company formation
• Corporate governance
• Restructuring
• Joint ventures
• Shareholder agreements
• Commercial contracts
• Finance matters
• Advice for foreign investors

The breadth of the practice may suit an owner-managed business that needs support across everyday commercial matters as well as a future transaction.

Owner-managed businesses

Smaller and growing businesses often need corporate advice connected with:

• Shareholder relationships
• Supplier contracts
• Employment
• Property
• Finance
• Disputes
• Governance

Using one firm across these areas can reduce the number of advisers involved, provided the relevant specialist experience is available within the proposed team.

Corporate transactions

For an acquisition, disposal or investment, prospective clients should ask the firm to identify:

• Lead solicitor
• Recent comparable matters
• Due-diligence scope
• Specialist departments
• Transaction timetable
• Fee structure
• Completion support
• Post-completion work

The firm’s public materials describe broad transaction capability, while detailed public examples of completed transactions are less extensive than those published by some larger corporate practices.

This makes the experience of the named solicitor particularly important.

International clients

Johns Law Partners publishes advice for foreign investors and cross-border commercial matters.

Where another jurisdiction is involved, the engagement should clarify:

• Which law the firm advises on
• Whether foreign counsel is required
• Who appoints overseas lawyers
• How foreign-law costs are approved
• Which team coordinates the complete transaction

Accessibility

The firm publishes Saturday opening and direct telephone, mobile and WhatsApp contact.

This may be convenient for directors who cannot arrange every discussion during a conventional working week.

Pros

• Broad corporate and commercial service for owner-managed and growing businesses
• Advises on M&A, shareholder agreements, joint ventures and restructuring
• Employment, property, finance and disputes support available within the wider practice
• Advice for foreign investors and cross-border commercial matters
• Saturday opening
• Direct telephone, mobile and WhatsApp contact

Best for: Owner-managed businesses seeking accessible corporate and commercial advice from a London firm with a broad supporting practice.

What to confirm: Lead solicitor, recent comparable transactions, proposed team, due-diligence scope, fee arrangements and overseas or specialist counsel.

Comparing London corporate law firms

Which firm suits which transaction?

Seed funding

Marriott Harrison, Waterfront Law and Harper James may provide a proportionate fit for early-stage UK rounds.

Cooley may be appropriate where the company already has institutional or transatlantic investment requirements.

Series A and later funding

Cooley, Marriott Harrison, Taylor Wessing and Waterfront Law all publish relevant venture-capital capability.

The choice will depend on:

• Investor profile
• Deal size
• US involvement
• Sector
• Regulatory requirements
• Existing company records
• Budget

Technology-company acquisition or sale

Cooley, Taylor Wessing, Marriott Harrison and Waterfront Law are particularly relevant.

Waterfront may appeal where detailed intellectual-property and technology-contract review is central. Cooley or Taylor Wessing may be more appropriate where several jurisdictions or larger institutional parties are involved.

Life-sciences transaction

Cooley and RT Coopers both offer relevant sector expertise, but their likely project scales differ.

Cooley provides a major international platform suitable for institutional financings, M&A and complex growth transactions. RT Coopers offers a specialist boutique model combining corporate, regulatory and scientific understanding.

Taylor Wessing also has substantial life-sciences and venture-capital capability.

Owner-managed business acquisition

Marriott Harrison, Harper James or Johns Law Partners may offer a more proportionate service than a major international firm, depending on transaction value and complexity.

Cross-border M&A

Cooley and Taylor Wessing offer the broadest international platforms in this selection.

Marriott Harrison or Waterfront may also coordinate foreign counsel where the transaction remains primarily UK-led.

Questions to ask before instructing a corporate lawyer

1. Who will lead the transaction? Ask for the partner and day-to-day solicitor.

2. What comparable deals have they completed? Relevant sector and transaction-stage experience matters.

3. Whom does the team usually represent? A lawyer may work primarily with founders, companies, investors or buyers.

4. What conflicts exist? Provide investor, shareholder, buyer and adviser names early.

5. Is the quote fixed, capped or hourly? Understand which parts can change.

6. What assumptions support the estimate? Poor records or unexpected negotiation may increase the cost.

7. Is tax advice included? Corporate lawyers do not always provide the required tax analysis.

8. Is employment advice included? Management, options, redundancies and TUPE may require specialists.

9. Is intellectual-property diligence included? This can be central to technology and life-sciences transactions.

10. Is data-protection advice included? Customer and employee data may affect the deal.

11. Are Companies House filings included? Completion does not end when documents are signed.

12. Are foreign-law fees included? Obtain estimates from overseas counsel.

13. Who manages disclosure? The process can become a major workstream in a sale.

14. How frequently will costs be reported? Request regular written updates.

15. What is the completion timetable? Identify dependencies and responsible parties.

16. What happens if the deal aborts? Understand abort costs and outstanding disbursements.

17. Who retains the documents? The company should receive an organised completion set.

18. What post-completion work is included? Include filings, option updates, board records and integration.

19. Which specialists will be involved? Ask for their rates and expected scope.

20. Can the firm provide a relevant reference? A recent comparable client can provide useful context.

Preparing for a funding round

Before formal investor diligence begins, organise:

• Articles of association
• Shareholder agreements
• Cap table
• Companies House filings
• Board minutes
• Shareholder resolutions
• Previous investment documents
• Option agreements
• EMI records
• Employment contracts
• Consultancy agreements
• IP assignments
• Customer agreements
• Supplier agreements
• Data-protection records
• Regulatory licences
• Accounts
• Tax records
• Litigation information
• Property documents
• Insurance

Inconsistent company records can delay the transaction and increase legal fees.

The cap table should reconcile with:

• Statutory registers
• Companies House
• Investment documents
• Share certificates
• Option grants
• Board approvals

Preparing to sell a company

A seller should consider a legal health check before launching the process.

Potential issues include:

• Missing founder IP assignments
• Informal option promises
• Unsigned customer contracts
• Expired licences
• Contractor misclassification
• Unresolved shareholder disputes
• Incomplete board records
• Data-protection problems
• Change-of-control clauses
• Regulatory non-compliance
• Historic tax risks
• Litigation
• Property issues

Resolving these matters in advance can strengthen the seller’s position and reduce last-minute renegotiation.

Reviewing a term sheet

Although many term sheets are described as non-binding, they can establish commercial expectations that become difficult to reopen later.

Founders should review:

• Valuation
• Investment amount
• Share class
• Liquidation preference
• Anti-dilution
• Board composition
• Investor consent rights
• Founder vesting
• Leaver provisions
• Option-pool size
• Exclusivity
• Confidentiality
• Costs
• Completion conditions
• Exit rights

Legal advice should be obtained before agreeing the main commercial framework rather than only when the long-form documents arrive.

After completion

The legal team should provide an organised completion set containing the final signed documents and relevant filings.

Post-completion work may include:

• Companies House submissions
• Updating statutory registers
• Share certificates
• Board minutes
• Shareholder resolutions
• Option-plan updates
• Stamp-duty filings
• Regulatory notifications
• Release or registration of security
• Completion accounts
• Integration advice

Responsibility for each item should be recorded before the transaction closes.

Important legal note

Corporate documents can create long-term rights and obligations that are not apparent from the headline investment or purchase price.

Liquidation preferences, warranties, indemnities, restrictive covenants, earn-outs, deferred consideration, vesting and investor-consent rights can materially affect control and future proceeds.

The lawyer should explain not only whether the documents are legally valid, but how the important provisions are likely to operate in realistic future scenarios.

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A researched guide to six London solicitors handling drink-driving and motoring prosecutions, with practical information on fees, court procedure, possible penalties and choosing representation.

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A practical guide to London notaries, comparing fees, appointments, apostilles, translations, international-document experience and verification requirements.

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Best Law Firms in London

A researched guide to six London law firms, covering business, property, litigation, family, immigration, private-client and regulatory work, with practical advice on fees, regulation and choosing the right solicitor.

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6 Best Company Formation Services in London

A researched comparison of six London company formation services, covering Companies House fees, identity verification, registered office addresses, international founders, renewals and ongoing compliance support.

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Best Divorce Lawyers in London

A researched guide to six London divorce and family-law firms, covering straightforward divorce, financial settlements, children matters, international cases, legal aid, fees and choosing the right solicitor.

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