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Corporate and M&A

Through our sound knowledge of the law and vast transactional expertise, we are ideally placed to assist you and your business on all aspects of corporate law and its M&A activity.

Focus areas

Companies in financial distress require imagination, pragmatism, out of the box solutions, vision and strategy. Lydian’s specialists advise on complex restructurings and insolvencies across a wide range of distressed situations, notably in the areas of finance, tax, real estate, litigation and pensions. We employ analytical and creative thinking to structure the best possible solutions.

Lydian offers practical advice on the contentious and noncontentious issues that are inevitably encountered in restructurings and insolvencies.We represent all insolvency players, i.e. debtors, secured and unsecured creditors, financial institutions, insurance companies, landlords, creditor committees, directors and insolvency practitioners.

Our experienced lawyers advise and support all types of companies, from SMEs to listed multinationals, across all sectors and on all aspects of company law.

We have an entrepreneurial spirit and take the time to understand the ins and outs of our clients’ businesses.

Our expertise covers the whole range of corporate issues including:

  • incorporation of companies (including advising on the most suitable legal form and the most tax efficient structure);
  • general corporate housekeeping;
  • compliance with applicable laws and regulations (including corporate governance and compliance issues for listed companies);
  • directors' duties, conflicts of interest, liability, remuneration;
  • shareholders' rights and obligations, shareholder disputes.

Lydian understands the crucial role that corporate governance plays in the context of our clients’ specific business activities. Our lawyers have comprehensive experience in helping clients deal with the evolving rules and standards of best practice as regards board operations, directors’ duties and shareholder relations.

Our lawyers provide advice on corporate governance issues to listed companies, institutional investors, private equity players, board committees and directors.

Our proactive approach enables us to protect clients from legal pitfalls by providing strategic guidance, assessment and planning in a large variety of legal disciplines, including corporate, securities regulation, employment, litigation, tax, and regulatory matters.

Corporate housekeeping can be a truly daunting task for many companies as it requires significant time and internal resources.

Since failure to comply with the relevant obligations can lead to financial and criminal sanctions, companies are under a great deal of pressure to keep up with the evolving requirements in this respect.

Our lawyers understand these constraints and help clients by taking a very hands-on, practical approach. We tailor our services to suit the needs of individual clients, whether local entities or foreign subsidiaries. We assist them in all matters ranging from drafting board and shareholder minutes to preparing the relevant documents required for the approval of the annual accounts.

Our corporate lawyers work very closely with Lydian’s Litigation Department to represent our clients in all types of litigation related to corporate matters, including shareholder disputes, breach of M&A contracts and warranty cases, disputes over joint ventures, and post-mergers and acquisitions disputes.

Our clients particularly value Lydian’s ability to respond to situations which require immediate action in a focused, pragmatic and cost-effective manner.

We represent our clients in arbitration, mediation and other dispute resolution procedures, as well as helping clients to protect themselves by identifying areas of potential litigation.

Lydian understands that businesses need to secure cash in order to operate and expand. Our corporate lawyers advise issuers, underwriters and equity holders on a wide range of security and capital market transactions, including institutional or public offerings, secondary stock offerings, convertible debt offerings, straight debt offerings, demergers, stock option plans, capitalisation issues, delistings, tender offers, private equity financings and mezzanine debt financing.

We are business-minded, proactive and innovative and have the know-how to handle the most complex transactions. We have also developed solid working relations with the regulatory and listing authorities which enable us to obtain quick solutions for our clients.

Lydian’s debt finance practice covers:

  • international and national financing transactions (including leveraged / acquisition finance, asset finance, asset based lending, trade, export & commodities finance, real estate finance and project finance in all sectors including waste, roads, health, prisons, rail, oil and gas, renewables, power and telecoms);
  • financial restructuring and insolvency (including insolvency, asset recovery and debt restructuring);
  • debt capital markets (including securitisations and repacks, derivatives, high yield bond issues and private placements); and
  • financial services and regulatory (including clearing, settlement and custody, banking regulatory and investment funds, PSD, MiFID, AIFMD, CRR, CRD and EMIR).

Discover more about the Finance business area here

In today’s global and rapidly changing business world, there is a tendency for businesses to move away from outright ownership structures towards strategic alliances. Lydian assists clients at every stage of this increasingly prevalent business model. We provide support in the planning, structuring, operation, implementation and termination of corporate and contractual joint ventures, partnerships and strategic alliances.

In addition to our in-depth understanding of the legal and complex issues at stake, we can also call upon our firm’s expertise in vital areas such as regulatory, tax, pensions, employment and intellectual property law to advise on the best suited structure to meet an individual client’s needs and objectives.

Buying a business can be very risky but for many companies this is the only way to expand. Our M&A team has the in-depth experience to help clients reduce those risks and increase the chances of carrying out a successful acquisition or merger.

Lydian represents a diverse range of local and international companies, venture capital and private equity houses and acts for buyers, targets and management in both national and cross-border mergers and acquisitions. Our lawyers have excellent market knowledge and excel in handling all aspects of M&A transactions, including strategy, negotiations, auction sales, project management and public to private takeovers.

Our approach is hands-on, practical and proactive and our work is efficient, focused and cost-effective.

Our Private Equity team assists Belgian, Benelux and international private equity funds and venture capital investors as well as founders, management teams and target companies. Acting on both sides gives our clients the benefit of thorough legal knowledge combined with in-depth understanding of market practices.  

We advise our clients throughout the whole lifecycle of the investment from incorporation, structuring, fundraising, due diligence, incentivising management and employees to eventually exits through trade sales (including controlled auctions), refinancings, MBOs, LBOs, secondary buyouts or IPOs as well as public-to-private transactions.  

Our Private Equity team works closely together with other specialists (e.g. tax, social law, finance, regulatory, etc.) across the firm to ensure an integrated and seamless approach.  

Whenever transactions have a cross border aspect, we have a strong track record of teaming up with other top tier foreign law firms ensuring efficient and pragmatic solutions to our clients.  

Lydian provides regular assistance to insurers who offer and enter into Warranty and Indemnity insurance for M&A transactions. Such Warranty and Indemnity insurance provides protection against any breaches of the warranties and indemnities by the seller in a share purchase agreement. 

Our team is uniquely placed on the Belgian market to assist in this area as we are one of the few business law firms with a recognized strong practice in both M&A and Insurance, combined also with an expert Tax capability. The combination of these three fields provides our clients with the best possible analysis of coverage of the warranties and indemnities in acquisition documentation.

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