Support until closing in the context of a fundraising
The phase of closing represents the culmination of a fundraising, materializing the effective entry of investors into the share capital and the finalization of all contractual agreements. This is a key phase, during which legal and tax compliance and the smooth operational execution of the fundraising are essential.
Our firm, specializing in corporate law and investment transaction taxation, supports its clients until closing to ensure the coherence, compliance, and success of the external growth operation, by coordinating all stakeholders and legal and contractual documentation.
Our areas of intervention
1- Coordination of all stakeholders
The closing involves the convergence of several parties: investors, founders, legal and financial advisors, notaries, and accounting departments. Our firm ensures:
- Coordination of all stakeholders to ensure adherence to the operation's timeline, compliance of all contractual documentation, and observance of current regulations;
- Verification of the regularity and legal compliance of deeds and decisions adopted at each stage of the process;
- Anticipation and resolution of blocking points before the final signing;
- Communication between parties to secure the perfect execution of the investment operation;
- Organization of meetings of corporate bodies and required assemblies to authorize and approve the acts necessary for the operation's execution.
2- Verification and finalization of legal documentation
The closing requires complete validation of the legal and contractual documentation related to the fundraising:
- Term sheet and pre-contractual documentation;
- Shareholders' agreement and related agreements (unilateral sale promises, unilateral purchase promises to ensure, where applicable, liquidity on the investment made or secure exit from the company's capital, current account advance agreements, etc.);
- Share or bond issuance contracts;
- Incentive schemes and management packages;
- All legal documentation relating to the execution of the capital increase operation and the resulting update of the company's articles of association.
3- Legal, contractual, and tax securing of the operation
The closing is an opportunity to verify the legal, contractual, and tax compliance of all deeds and commitments, in order to anticipate any risk of litigation or tax reassessment:
- Analysis of tax consequences for the company and investors;
- Verification of aspects related to subscription rights and preferred shares;
- Control of incentive schemes and their implementation;
- Prevention of litigation or dispute risks post–closing.
4- Execution of post-closing
After signing the deeds, the required legal formalities must be carried out, including legal notice, filing with the competent Commercial Court registry, and with the tax authorities. Therefore, the firm ensures:
- Legal notice;
- Filing of deeds with the Trade and Companies Register;
- Updating of shareholder and share capital registers;
- Notification of tax and social authorities if necessary;
- Organization of the issuance of securities;
- Archiving and safekeeping of legal and contractual documents.
5- Follow-up and assistance post-closing
With the fundraising completed, it remains essential to ensure regular follow-up to secure shareholder relations and oversee the compliant and operational management of the share capital:
- Assistance in managing information and reporting obligations; ;
- Advice on governance clauses and strategic decisions;
- Support during potential subsequent fundraising rounds;
- Adaptation of documentation and incentive schemes based on changes in capital and the company's operational and strategic directions.
A confidential, rigorous, and tailored approach
Each fundraising presents specific challenges and requires meticulous coordination until closing. Our firm offers:
- A in-depth expertise in corporate law, contract law, and taxation for external growth operations;
- A rigorous management of the entire process until completion;
- A anticipation of legal, contractual, tax, and operational risks .
A trusted partner to secure the closing
Our firm assists its clients from preparation to the effective execution of the closing, by securing each step and coordinating all stakeholders. Thanks to our expertise, we ensure that the fundraising is completed smoothly, securely, and in line with the interests of the company, founders, and investors.