Equity Investment and Company Fundraising Legal Advice
Our Equity Investment and Company Fundraising Service
Whether you are a private/angel investor, a company embarking on a round of fundraising, an investment or venture fund or a management team, our Corporate Solicitors at Myerson have a wealth of experience and understand the challenges that are involved in private equity. We analyse from all stakeholder perspectives and advise on the right legal structure, the right investment agreement, and the right fundraising process, and one that suits all parties.
We regularly advise on private equity investment in a range of sectors, including technology, manufacturing and real estate, and we tailor our practical approach to the commercial objectives of our clients.
Advising the Investor or Manager
If you are an investor, we understand that you are looking to maximise the return from your investment whilst minimising your risk. We assist with legal due diligence and the taking of appropriate warranties in the investment agreement from the target company and its management team, whilst at the same time ensuring you have options open to you should the company or management fail to perform as expected.
Working with your accountant/tax advisor, we can also help to ensure that your investment obtains the best tax reliefs that may be available, including, for example, consideration of Enterprise Investment Scheme (EIS) and Seed Enterprise Investment Scheme (SEIS) tax reliefs.
For the management team, we know that there is a delicate balance to be made between raising enough equity and debt finance to properly finance and grow the business of your company, whilst maximising the value of your retained shareholding and that of existing shareholders and minimising your personal exposure under the terms of the investment agreement. Where the management and company are required in the investment agreement to give warranties, it is our job to make sure appropriate disclosures are made against investment agreement warranties and that the company and management’s liability is limited to an appropriate level.
We can also advise on getting the capital structure of your company right to ensure that it is attractive to equity investment.
Debt versus Equity
Investment into a company is normally by way of debt (i.e. loans) or by way of equity (i.e. subscription for shares). The investment may also be a combination of both or potentially a hybrid, for example by issuing a loan note instrument which is convertible into shares or the issue of preferred redeemable shares.
When considering debt finance, it is also necessary to consider security for such debt, including taking a debenture over the assets and undertaking of the company.
This may require entering into inter-creditor arrangements or deeds of priority with other existing creditors of the company, including its bank, management and other investors.
Whether a deal will involve debt or equity will depend on many factors, including the financial circumstances of the company, the amount of share capital the existing management are willing to dilute by and the general level of risk of the business of the company.
We can advise on the many options available to ensure that the risk of the investment is fairly balanced as between the investors and the management.
Our Equity Investment and Company Fundraising Experience
Our experienced solicitors can help you through the entire private equity process. We understand the challenges that are involved and will provide clear legal advice to achieve outcomes and a structure that suits all parties. You will benefit from our Partner-led expertise and practical insights, so you can make decisions with confidence at each stage of the equity investment process. Recent examples of equity investments we have been involved in include:
Online Education Company
This involved a further investment by existing investors. The investment was for additional loan notes. The loan notes were convertible into shares at a later date, at a price per share agreed as part of an anti-dilution provision in the company’s articles of association.
University Spin-Out
The transaction related to the spin-out by a University of a commercial entity specialising in producing a new form of testing with regards to a specific illness. The key elements of the transaction were to ensure that the new company being spun-out had the relevant intellectual property rights from the University and also that the investors in the new company obtained the relevant tax relief under the SEIS.
Start-up
We advised an investor in relation to an investment in a new telecoms business. The investment was split between debt and equity, with the majority being by way of debt. The investment was for a fixed period of 3 years on the basis that within this time an exit of the company would be achieved. It was important for the investor to ensure that his money was properly secured due to the risk involved in getting involved at such an early stage in the business.
Private Equity Buyout
We advised Ian Irwin and Philip Baker on the buyout of NoBlue by private equity firm FPE Capital. We supported the clients through the deal from heads of terms to completion, helping them sell the target business and deliver the wider acquisitions strategy of the Group. The acquisition was completed alongside the purchase of Elevate2, forming the newly merged NoBlue2 group. Our team provided corporate, employment, and commercial legal support, ensuring a smooth transaction and strategic growth for the business.
Examples of other work we have done in this area include:
- Advising a solar panel investment business in a £2,000,000 fundraising. As part of the process, additional advice was sought from the company’s tax advisors to ensure that the shares qualified for EIS allowing the investors to receive income tax relief on the value of their investment
- Private equity/venture capital equity financing for an international steel manufacturing business
- Three rounds of Venture Capital and Business Angel Finance for an oven manufacturer
- Private equity/venture capital equity finance transactions for IT/Internet companies including advising on the private placing of €5.1m share capital in a UK company to investors in Korea, Europe and Latin America
- Creation and financing of a company sponsored by the Welsh Assembly to promote Welsh produce
- Advising on numerous pension scheme loans to associated companies, ensuring that such arrangements are made in compliance with HMRC requirements
- A second round of funding by North East Technology Fund LP and Northern IT Research Limited in a digital company
Whether you are a private/angel investor, a company embarking on a round of fundraising, an investment or venture fund or a management team, our Corporate Solicitors at Myerson have a wealth of experience and understand the challenges that are involved in private equity from all stakeholder perspectives and can help and advise on a legal structure, the right investment agreement and fundraising process that suits all parties.
Equity Investment Agreement Documentation
We can also advise on getting the capital structure of your company right to ensure that it is attractive to equity investment.
Depending on the type of investment being made, the following documents will be required.
Investment Agreement
This will set out the main terms of the investment agreement and will include the following provisions:
- The issue (or transfer) of shares
- Warranties to be given by the management team
- Provision of financial Information
- Appointment of directors/observers
- Restrictions on management
Articles of Association
The company’s articles of association may need to be amended to provide for the following:
- Share Classes and (capital, income and voting) rights attaching to the shares
- Good Leaver/Bad Leaver/Early Leaver provisions
- Anti-dilution
- Pre-emption rights on transfer and issue of shares
- Drag along/tag along rights
- Appointment and removal of directors
Why Work With Our Corporate Lawyers?
- We have been ranked as a Top Tier law firm by the Legal 500 for the last seven years.
- You will receive city-quality corporate law advice at regional prices.
- Price transparency - we provide our clients with an estimate at the outset of any piece of work, with ongoing updates throughout the matter.
- Our Corporate Partner-led service ensures you receive the very best legal advice and commercially minded support.
- We have a large team with corporate finance experience across a diverse variety of business sectors, including financial services. Our team focuses on achieving your objectives and meeting your deadlines, especially in legal matters pertaining to public companies.
- We are a full-service law firm operating from a one-site office, which means our teams communicate effectively and efficiently, and our Corporate Lawyers can draw on support from other specialist lawyers, such as property and employment lawyers.
- Our Corporate Solicitors use technology and AI effectively to ensure that we are working as efficiently as possible and that geographical distance is no bar to us from providing you with excellent client service.
- Our Corporate Team were named “Team of the Year (Cheshire)” at the 2025 North West Rainmaker Awards.
- Myerson was shortlisted for ‘Large Deal of the Year (£50m+)’ at the Yorkshire Rainmakers Awards 2026 for advising AQA on its acquisition of Realise Training Group, highlighting the strength of the firm’s Corporate team in delivering high-value, complex transactions across the UK.
- We were the winners of ‘Corporate Team of the Year 2021’ at the Manchester Legal Awards.
- Take a look at the Myerson Promise for further benefits of working with us here.
Testimonials
Mr Preston
Chris Moss's advice and support was exceptional. I would highly recommend.
Mr. Maitland, VendiTech
Myerson has been exceptional to work with, combining a high level of professionalism with a pragmatic, commercially minded approach. Communication is always clear, timely, and responsive, which gives us real confidence when navigating complex decisions. Chris, Charlotte and Richard provided invaluable support across multiple areas of our business. Their guidance has been instrumental to our continued success and has played a key role in giving us strong confidence around compliance as we scale and evolve.
Gary Johnson, CDL
The strength that Myerson brings to CDL and its group companies is an intimate understanding of our products and services and how they are utilised in the various sectors of our evolving marketplace. CDL and Myerson have worked together for over 10 years and in that time CDL have been fortunate to attract, court and secure many new contracts including large banking and global organisations.
Tim Webb, RTA Claim Solutions
Myerson have been hugely professional and supportive in providing expert legal advice to the business. For us, their quality of service and expert knowledge of commercial business was equally as important as their undoubted legal capabilities. We hope to be able to continue to work with them over the long term.
Tony Sampson , J2 Retail Ltd
Unphased by the ‘big names’ and frequently head to head with much larger firms, they have always worked effectively on our behalf as both a business and as shareholders, and have represented us extremely well in many complex and difficult situations. Myerson partners and lawyers have an excellent grasp of the commercial realities of our business – something that is equally as important as their undoubted capabilities as lawyers.
David Hibbert, Stax Trade Centres PLC
We were introduced to Myerson back in 1986 with a view to them advising us on our MBO. Myerson have always been there with clear, easily presented counsel as to how to deal with every aspect of business life. We respect their honesty and integrity and have no qualms in recommending them to any up and coming entrepreneurs.
Mr. Roberts, Communications Plus Ltd.
Chris Moss, Melisa Chaplow and Charlotte Peers have been exceptional. Thank you.
Mike Forsyth - Founder and Chairman, Safer Sphere
Myerson Solicitors acted for us in a complicated Management Buy-Out transaction. Akeel, Palma, Simon, Andrew, and the team supported completion in a tight time frame with the utmost professionalism and diligence. They coordinated and cooperated seamlessly with the wider advisors and stakeholders, ensuring full protection and compliance with the transaction. We have worked with Myerson on a number of legal aspects for over 5 years, and would highly recommend their services.
Colin
Supported my business from the outset. Always there when needed. Superb integrity and pricing. Always gets the job done effectively with open dialogue and communication at every point. Yes I highly recommend.
Chambers UK Guide 2026
The Corporate team at Myerson is the perfect size for a balance between expertise and personal service.
Chambers UK Guide 2026
Myerson's Corporate team is attentive, available and technically knowledgeable.
Chambers UK Guide 2026
Myerson's Corporate Team were good to deal with and we worked well together.
Legal 500, 2024
Responsive, always willing to provide some direction, guidance and support, even at short notice, and, due to the familiarity of the business across the team, there are multiple contact points which means there is always somebody to speak to who understands our company and objectives.
Legal 500, 2024
The whole team is responsive and highly approachable, taking time to understand the business and framing legal matters in a manner understandable to the audience – working with a range of people across our business.
Legal 500, 2024
They have always looked at the whole picture and taken time to understand my business, so advice is tailored. No time-wasting and treated like I am their only client.
Legal 500, 2024
Well resourced and able team that expertly and adequately handle whatever we throw at them as our retained commercial lawyers.
Legal 500, 2024
Smaller boutique corporate team who are very responsive, professional and add value to corporate transactions.
Meet Our Corporate Solicitors
Home-grown or recruited from national, regional or City firms. Our corporate solicitors are experts in their fields and respected by their peers.
Contact Our Experts
You can contact our lawyers below if you have any more questions or want more information:
0161 941 4000
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