Private Equity

Private equity mandates demand legal and financial expertise across the full investment lifecycle – from fund formation and capital raising through deal execution, portfolio management, and exit. We provide integrated advisory support at every stage.

PE Lifecycle Advisory (Fund Formation, Capital Deployment & Raising)

Financial and legal advisory services for private equity (PE) cover the entire investment lifecycle. From fund formation and structuring, to capital deployment and raising, we provide strategic guidance at each stage. We assist in the creation of PE funds, ensure compliance with regulatory requirements, and help clients navigate the complexities of capital raising and investment execution. Our team works closely with investors to optimise fund performance, manage risks, and ensure efficient deployment of capital in line with investment objectives.

Scope of work

• Advise on the entire private equity fund lifecycle.
• This includes the initial fund formation and structuring, drafting the Private Placement Memorandum (PPM), and ensuring regulatory compliance.
• We provide strategic guidance during capital raising, and legal support for capital deployment into portfolio companies, including deal structuring and due diligence.

Deliverables

• A fully structured and compliant private equity fund.
• All necessary legal documentation (PPM, LPA).
• Transaction support for investments.

Pricing

• AED 75,000 – AED 250,000, billed Hourly and Lump Sum (concluded with a Success Fee).
  Number of parties, investment amount, investor contribution type, management structure, place of registration, loan agreement etc.
  Contractual elements (financing advice and structure, bank agreement, LOI, termsheet, subscription agreement, shareholder agreement, funds documentation, compliance governance documents and policies) – billed Hourly.
  Corporate registration – billed Lump Sum.

Prospectus, Investment Case & Risk Disclaimers Drafting

Our service offers comprehensive support in drafting key investment documents, including prospectuses, investment cases, risk warnings, and disclaimers. We ensure clarity, compliance with regulations, and proper disclosure, protecting both investors and private equity firms. Our team helps communicate investment opportunities effectively while managing legal and financial risks.

Scope of work

• Draft all key investment marketing and disclosure documents.
• This includes preparing the formal Prospectus or Private Placement Memorandum (PPM), crafting the compelling Investment Case, and drafting comprehensive, legally sound Risk Warnings and Investment Disclaimers.
• We ensure all documents are clear, compliant, and effectively manage legal risk.

Deliverables

• A complete suite of professionally drafted, compliant investment documents.

Pricing

• AED 75,000 – AED 500,000, billed Hourly and Lump Sum (concluded with a Success Fee).
  Number of parties, investment amount, investor contribution type, management structure, place of registration, need for prospectus / white papers / listing etc.
  Fund structure establishment and regulatory process.
  Contractual elements (financing advice and structure, prospectus, bank agreement, LOI, termsheet, subscription agreement, shareholder agreement, funds documentation, compliance governance documents and policies) – billed Hourly.
  Corporate registration – billed Lump Sum.

Fund Formation & Structuring

Provide expert guidance on the formation and structuring of private equity funds, helping clients navigate the complexities of fund design, governance, and compliance. Our team assists in developing tailored fund structures, from partnership agreements to tax-efficient models, ensuring alignment with investor goals and regulatory standards.

Scope of work

• Provide end-to-end legal support for the creation of a new investment fund (e.g., in ADGM or DIFC).
• The scope includes advising on the optimal fund structure, drafting all core documents (Private Placement Memorandum, Limited Partnership Agreement), managing the regulatory application process with the relevant authority (e.g., DFSA, FSRA), and ensuring tax efficiency.

Deliverables

• The fully licensed and legally established investment fund.
• A complete set of all fund legal documentation.

Pricing

• AED 200,000 – AED 500,000, billed Hourly and Lump Sum.
  Fund place of incorporation (DIFC, ADGM, overseas). overall structure (private, public, open, closed, restricted etc.), managerial structure.
  LP and GP involvement, fund manager establishment, cell company establishment etc.
  Stakeholder type (entrepreneur / start-up, head of legal, CFO, SFO etc.).

Buyout & Exit Strategies

Buyout and Exit Strategies service in M&A offers tailored legal guidance for business transitions. Assisting the clients in structuring buyouts, maximizing value, and executing seamless exits. With a focus on compliance and strategic planning, we support clients in achieving optimal outcomes in mergers, acquisitions, and divestitures.

Scope of work

• Provide tailored legal guidance for structuring and executing business transitions.
• For buyouts, we advise on the deal structure (e.g., LBO, MBO).
• For exits, we help prepare the company for sale to maximize value, whether through a strategic sale, private equity acquisition, or other divestiture.
• We draft and negotiate all legal documentation to ensure a seamless and compliant transaction.

Deliverables

• A formal advisory memorandum on the recommended buyout or exit strategy.
• All necessary legal documentation to execute the transaction.

Pricing

• AED 25,000 – AED 125,000, billed Hourly.
  Complexity of buyout, exit strategy, amount expected, existing contract, number of parties, investment amount, investor contribution type, management structure, place of registration, loan agreement etc.

Legal Due Diligence Support

Provide an expert assistance in legal due diligence for private equity transactions, ensuring thorough examination of target companies. Our team reviews contracts, liabilities, intellectual property, compliance, and corporate governance to identify risks and opportunities, enabling informed decision-making and safeguarding clients’ investments throughout the acquisition process.

Scope of work

• Conduct a thorough legal due diligence exercise on a target company.
• Our scope includes a detailed review of its corporate records, material contracts, employment issues, intellectual property, ongoing litigation, and regulatory compliance.
• We identify and assess all potential legal risks and “red flags” associated with the transaction.

Deliverables

• A comprehensive Legal Due Diligence Report with a clear executive summary, detailed findings, and risk assessment.

Pricing

• AED 20,000 – AED 100,000, billed Lump Sum.
  Complexity of business, target’s size, scope of diligence, type of diligence expected (corporate high level, VAT and other taxes, detailed, inclusive of tax audits over one-two years prior to expected closing date etc.).

Tax Due Diligence

Tax Due Diligence in Mergers and Acquisitions (M&A) involves analysing a target company’s tax compliance, liabilities, and potential risks. This process ensures accurate valuation, identifies hidden tax exposures, and supports informed decision-making, enabling smooth transactions and minimising post-deal surprises for acquirers. It’s a critical step in achieving successful M&A outcomes.

Scope of work

• This service is delivered in coordination with our in-house tax team or external partners.
• Our scope is to conduct a detailed analysis of the target company’s tax compliance history, identify any hidden tax liabilities or exposures, and assess the accuracy of its tax filings under UAE Corporate Tax and VAT laws.

Deliverables

• A formal Tax Due Diligence Report outlining all findings, risks, and potential financial exposures.

Pricing

• AED 20,000 – AED 100,000, billed Lump Sum.
  Complexity of business, target’s size, scope of diligence, type of diligence expected (corporate high level, VAT and other taxes, detailed, inclusive of tax audits over one-two years prior to expected closing date etc.).

Financial Due Diligence

Financial Due Diligence in Mergers and Acquisitions (M&A) assesses a target company’s financial health, performance, and risks. It provides insights into revenue, profitability, assets, and liabilities, ensuring accurate valuations and strategic decision-making. This critical analysis minimises financial surprises, enhancing confidence and success in M&A transactions.

Scope of work

• This service is delivered in coordination with trusted external accounting partners.
• Our role is to legally frame the scope of the financial due diligence and review the final report to identify any legal implications arising from the financial findings (e.g., contingent liabilities, contractual risks revealed in financial data).

Deliverables

• Legal oversight of the financial due diligence process.
• A legal advisory note on the implications of the Financial Due Diligence Report.

Pricing

• AED 20,000 – AED 100,000, billed Lump Sum.
  Complexity of business, target’s size, scope of diligence, type of diligence expected (corporate high level, VAT and other taxes, detailed, inclusive of tax audits over one-two years prior to expected closing date etc.).