Equity finance

Kinley Legal’s assistance is of particular value when a company, its sellers or investors or their SPVs come from different jurisdictions, including the Isle of Man and England and Wales.

We understand the differences in the legal significance that such international parties or their advisors attribute to various steps of a transaction depending on their background or country of training and experience.

Kinley Legal offers legal support in private placements, private equity investments, venture capital investments, with the various types of equity and derivatives they require, and exit strategies, including buy-backs, management buy-outs and buy-ins, mergers, acquisitions and initial public offerings.

Kinley Legal provides cost-effective multi-jurisdictional advice to support mergers and acquisitions involving businesses governed by the law of the Isle of Man, England and Wales and other countries.

Its services may include the added value of structuring advice, so as to help a client anticipate the tax and regulatory implications of the transaction, especially in an acquisition of a large percentage of a business, and consider alternatives.

We have experience advising on shareholder agreements and disputes, including claims of dilution of shareholdings, procedures for validly issuing shares and other securities, and takeovers when an overwhelming majority of shareholders wishes to sell and the minority refuses to do so.

The firm can also work as part of an international legal team selected by a client in a multi-jurisdictional merger or acquisition and assist with one aspect of the transaction, such as a share transfer in an Isle of Man holding company, establishment of a trust to hold shares in it, inserting a private trust company in the ownership structure or using a special purpose vehicle in a chain of transactions.

Kinley Legal can source appropriate fiduciary and corporate service providers (TSPs and CSPs) and offer the client a choice based on merit rather than bias, as it does not have any ownership interest in any TSP or CSP.

It respects the sensitivities of each lawyer-client relationship and the division of roles between law firms and TSPs or CSPs in cross-functional teams, aiming to complete complex transactions in a time- and cost-effective manner.

Kinley Legal advises clients and their advisers in both English and Russian on the rules of Isle of Man law that will apply to their listing vehicle, if they choose to set it up there.

The Isle of Man is a tax-neutral, respected and recognised (both by the markets and investors) British listing jurisdiction in the same time zone with London with direct access to London, Hong Kong, Singapore and other international stock exchanges.

There are many examples of successful listings from the Isle of Man on international stock exchanges. The Isle of Man has the potential to serve as a much bigger platform for listings and add additional value to new business. It offers a greater and growing diversity of highly qualified professionals as compared to 2009 and has further capacity to expand. Isle of Man company law is similar to English law, the principles of which are well known and which makes corporate governance predictable. London City advisers are familiar with Isle of Man companies, which makes the listing process easier. Such companies do not need any local regulatory approval before seeking a listing on an international stock exchange, in contrast to the regime existing, for example, in the Channel Islands. These are just a few advantages that make the Isle of Man a more cost-effective choice than other listing jurisdictions of similar standing.

Kinley Legal can support English- and Russian-speaking clients throughout the process of listing on an international stock exchange. They act with a professional understanding of implications under Isle of Man and English law, when they play their part in a team of international advisers selected by the client for an IPO project.

For more information on Kinley Legal’s equity finance practice, please contact Christopher Kinley, or if you would prefer for us to call you, please complete our simple contact form.

12 Hope Street, Douglas, Isle of Man IM1 1AQ, British Isles