Structuring Ownership & Control

Yes, but it must be engineered early. We design pre-IPO or pre-exit structures that anticipate regulatory requirements, investor expectations, and lock-up arrangements while preserving negotiated control features. Dual-class structures, board composition, and reserved matters are evaluated through the lens of listing rules and market norms. This ensures control is not unintentionally surrendered during transaction execution.

Poor structuring creates space for shareholder disputes, deadlock, regulatory challenges, and capital leakage. It can also weaken enforcement of rights in financing, joint ventures, and cross-border arrangements. In crisis, poorly documented control can slow decision-making at exactly the wrong time. Our mandates often begin where these weaknesses have already caused friction or litigation.

We design structures that can withstand regulatory and banking scrutiny before any implementation step. This includes aligning with CBUAE, SCA, DFSA, FSRA, and relevant free zone regulations where applicable. We anticipate know-your-customer, beneficial ownership, and substance requirements and reflect them in the structure. Engagement with regulators and financial institutions is sequenced into the execution plan so approvals and onboarding track the new control reality.

We start with a diagnostic of current entities, documents, and capital stack, then define a target-state aligned with your strategic objectives. From there, we design the legal and corporate architecture, draft required documents, and secure necessary consents and regulatory clearances. Implementation is staged to maintain operational continuity, banking relationships, and contractual obligations. We remain engaged until the new structure is fully live, documented, and operational.

Financing can either reinforce or undermine control depending on how covenants and security are drafted. We review term sheets, facility agreements, and intercreditor arrangements against the desired control architecture. Negative pledges, change-of-control clauses, and event-of-default triggers are aligned to avoid unplanned power shifts. This ensures that access to capital does not come at the expense of strategic control.