Skip to content
KJ Loway LLC
Resources

FAQs

Working with us

How do you charge for corporate work?
Fixed fee where the scope can be defined at the start, which covers most documents and most transactions. Time-based where it genuinely cannot, usually a dispute or an open-ended negotiation. Either way you get the basis and an estimate in writing before work starts.
Can you act for both sides of a transaction?
No. We act for one side. Where both sides want the same firm to paper an agreed deal, that is a conflict question to settle at the outset rather than halfway through, and it usually ends with one side taking separate advice.
What do you need from us to start?
The company's constitution, its register of members, any existing shareholder or investment documents, and the commercial terms as they stand. If a term sheet exists, that. Incomplete is fine to begin with; what slows things down is finding out late that a document never existed.

Raising money

Does a convertible instrument dilute us now or later?
Later, when it converts. The terms that decide how much are fixed now. That is why the valuation cap, the discount and whether the option pool sits before or after conversion are worth settling carefully at signing rather than at the next round.
Can we give employees shares without a formal scheme?
You can issue shares, but doing it case by case tends to create problems: inconsistent terms, no agreed treatment when someone leaves, and undocumented promises that surface in diligence. Scheme rules exist so those decisions are made once rather than per person.

Buying and selling

Should we sign a term sheet before due diligence?
Usually yes, because it sets price and structure before either side spends money. Most of a term sheet is not binding, but confidentiality, exclusivity and costs normally are. Knowing which parts bind you is the point of reading it properly.
Not answered here

Ask us. Tell us what you are trying to do and we will tell you what it takes.

General information only. It is not legal advice, it does not take account of your circumstances, and reading it does not make us your lawyers. For advice on your own position, ask us.

We don’t just close deals. We open relationships.