At CFN Lawyers LLC, we provide sophisticated legal counsel in corporate and securities law to private and public companies, underwriters, and investors. A hallmark of our practice is our drafting excellence.
Our lawyers are highly experienced in preparing, reviewing, and refining complex transactional and regulatory documents that meet the highest professional and compliance standards.
We provide end-to-end legal counsel for companies accessing the U.S. and Hong Kong public markets, from the initial offering to long-term compliance.
Initial Public Offerings (IPOs)
We guide issuers and underwriters through every stage of the IPO process.
Our services include:
- Ancillary Agreements: Engagement letters, consent letters, and escrow/registrar documentation.
- Registration & Offering Documents: Registration Statements (e.g., F-1, F-3), prospectuses, and offering circulars.
- Regulatory Filings: Listing applications and all correspondence with the SEC and HKEX.
- Transactional Agreements: Underwriting, lock-up, and subscription agreements.
- Diligence & Opinions: Due diligence reports, disclosure schedules, and formal legal opinions.
- Corporate Governance: Board/committee charters, codes of conduct, and corporate policies.
- Structural Documents: Pre-IPO restructuring, Amended Articles of Association, and organisational resolutions.
Post–IPO Compliance
We act as ongoing counsel for listed companies, ensuring seamless compliance with SEC, Nasdaq, NYSE, and HKEX rules.
Our services include:
- Shareholder Relations: General announcements, shareholder communications, and coordination with transfer agents.
- Strategic Transactions: Guidance on follow-on offerings (e.g., registered shelf, Rule 144A, and Regulation S offerings), secondary listings, and PIPEs.
- SEC Reporting: Current reports (Forms 8-K, 6-K) and annual reports (Form 20-F, Form 10-K).
- Rule 144 Resales: Legal opinions for the resale of restricted securities.
- Employee Equity Plans: Form S-8 registration for employee share or stock option plans.
- Listing Maintenance: Managing share consolidations (reverse stock splits) and applications for compliance extensions.
- Corporate Actions: Amendments to Articles of Association and filings for
changes in capital structure or company name.
Private Investments / M&A
- In addition to IPOs and post-listing compliance, we advise on private investments, including pre-IPO financing, private placements, and venture capital transactions, as well as cross-border M&A transactions, mergers, acquisitions, and restructurings.