The work of a company's life.
Buying, selling, raising capital, structuring and governing: from a first shareholders' agreement to a sale to private equity, with the ASX, ASIC and government side handled on the same file.
Mergers and acquisitions
Buying or selling a company or a business runs in stages: the terms, due diligence, the sale agreement, completion and what follows. The price is set by the agreement's mechanics as much as by the headline figure, and the risk sits in the warranties and the conditions.
Settle the structure (shares or assets, the price mechanism, the conditions) in a term sheet before anyone drafts a long document.
Equity capital markets
Raising money by issuing shares: an IPO, a placement, a rights issue or a smaller raise. Listed companies work inside the ASX Listing Rules and the Corporations Act, with disclosure documents, waivers and announcements that have to be right the first time.
Confirm the structure and the disclosure path for the raise, and build the timetable around the ASX and ASIC steps.
Private equity and investment
Taking investment into a business, or making one. The term sheet sets the economics; the shareholders' agreement sets who decides what, who can sell, and how an exit works.
Read the term sheet for what it will mean in three years, and tell you which points are worth the fight.
Corporate structures and governance
Companies, trusts and the arrangements between them: how a business is held, who controls it and how decisions are made. Constitutions, board arrangements and shareholder agreements are easiest to fix before there is a disagreement to fix them around.
Draw the current structure on one page and mark what is missing or no longer fits.
Succession and estate planning
Who takes over the business and the assets, and on what terms. Wills, trusts and buy-sell arrangements are drafted together, because a plan that works for the estate but not the company, or the other way round, is no plan.
List the assets, the entities and the people, and test the current documents against what you actually want to happen.
Family office
The legal side of a family's wealth: the structures that hold it, the governance between family members, the investments and the next generation. The work sits alongside the family's accountants and advisers, with the legal position kept in one place.
Map the structures and the documents that govern them, and agree with the family what the office is for.
Not-for-profit
Charities, associations and foundations: establishing the entity, registering with the ACNC, deductible gift recipient status, governance and ongoing compliance. The rules are particular, and a board of volunteers is entitled to have them explained plainly.
Confirm the right legal form and the registrations the organisation needs, then set the constitution and board arrangements to match.
Regulatory: ASX, ASIC and government
ASX listing rules and continuous disclosure, ASIC inquiries and notices, and dealings with other government bodies. A regulator's question needs a careful, complete and timely answer, and a record of how it was answered.
Read the notice or the rule in play, fix the deadline, and set out what has to be said and what does not.
Fees to fit the matter
We are open to a range of fee models: fixed, capped, staged, hourly or a blend. We settle the right one with you, in writing, before work starts.
Gaurav de Fontgalland has practised for more than twenty years, including as an equity partner at two BigLaw firms, and founded Fontgalland Lawyers in 2010. He acts for clients across Australia, Asia, Europe and the United States.
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