Investments

At Kesidis Law, we are among the few Cyprus law firms with a dedicated practice focusing on investment firms regulation, capital markets law, and funds regulation. Our experienced team advises both foreign and local investors looking to establish operations or invest in Cyprus, providing comprehensive legal services related to licensing, compliance, and regulatory requirements.

Beyond our regulatory strength, our Investments practice provides end-to-end support for the full deal lifecycle; from initial strategy and due diligence to documentation, closing, and post-investment governance.

We work analytically to identify legal and commercial risks early, ensuring every investment structure is compliant, bankable, and enforceable. Our comprehensive suite of investment services includes:

We support Cyprus Investment Firms (CIFs), AIFs, UCITS Funds, Electronic Money Institutions (EMIs), and Administrative Service Providers (ASPs) with tailored legal and compliance solutions. Our lawyers assist clients from the initial application for regulatory authorization through to ongoing compliance obligations, legal structuring, and documentation, ensuring alignment with both European Union financial regulations and international laws.

Kesidis Law also offers legal opinions and advisory services on complex financial services law issues, helping clients navigate the evolving regulatory landscape in Cyprus and beyond. Our goal is to deliver practical, commercially focused legal solutions that achieve the best outcomes for our clients operating across the financial services, technology, and broader investment sectors.

Investment Structuring and Strategy

We help clients select the most efficient and legally robust investment route based on control, liability, tax coordination, and exit objectives. Services include:

Structuring investments into Cyprus and cross-border (direct investment, SPVs/holdco structures, joint ventures)
Equity vs. debt vs. hybrid instruments (convertibles, preference structures where relevant)
Governance and control design (voting rights, board seats, reserved matters, veto rights)
Exit planning from day one (drag/tag, put/call options, IPO or trade sale readiness)

Legal Due Diligence and Risk Mapping

We conduct legal due diligence to validate the asset or target and to identify issues that impact price, structure, or protections. Our diligence typically covers:

Corporate: ownership, share capital, authority, governance, existing obligations
Commercial: material contracts, change-of-control clauses, termination risk
Employment: key staff arrangements, compliance risks
Litigation and disputes exposure
Regulatory/compliance posture (licenses, permits, AML/KYC posture where relevant)
Title and asset checks (including real estate and IP, when applicable)

Private Equity, Venture Capital, and Angel Investments

We represent both investors and companies on fundraising rounds and investment entries, including:

Term sheet review and negotiation
Share subscription and shareholders’ agreements
Preference and anti-dilution provisions, liquidation preferences, vesting, and leaver provisions
Founder protection and alignment mechanics
Cap table and dilution planning support
Closing deliverables, conditions precedent, and post-closing compliance

Mergers, Acquisitions, and Strategic Investments

For investors acquiring control or strategic stakes, we provide end-to-end transaction support:

Share deals vs. asset deals analysis
SPA/APA drafting and negotiation, disclosures, warranties and indemnities
Escrows, deferred consideration, earn-outs, and security arrangements
Closing management (corporate approvals, filings, handover documentation)
Post-acquisition integration support (governance, contract novation/assignment, reorganisations)

Investment Agreements and Contracting

We draft and negotiate investment documentation that precisely allocates risk and protects value, including:

Subscription agreements, convertible instruments, option arrangements
Joint venture agreements and shareholder arrangements
Management/shareholder exit mechanisms (drag/tag, deadlock solutions, buy-sell clauses)
Confidentiality, exclusivity, and non-circumvention arrangements
Side letters and investor rights packages (information rights, pro-rata rights, veto matters)

Funds, Collective Investment Structures, and Asset Holding Vehicles

Where relevant to your offering, we support the legal structuring and documentation of investment vehicles and holding arrangements, including:

Establishment of investment SPVs and holding companies
Governance frameworks for pooled investment participation
Investor documentation and internal policies (subscriptions, investor onboarding, reporting)
Coordination with regulated service providers where licensing/authorization is required

Regulatory and Compliance Support (Investment-Related)

We help clients reduce regulatory friction and avoid avoidable delays by aligning the deal with applicable requirements, including:

AML/KYC and beneficial ownership documentation readiness (especially important for cross-border and bank-facing transactions)
Regulatory analysis for sector-specific investments (financial services, fintech, healthcare, energy, etc.)
Ongoing compliance frameworks for investor-controlled entities (corporate governance, reporting, internal controls)

Financing and Security for Investments

We assist with investment-related financing and protection of repayment/priority, including:

Share pledges, debentures, guarantees, and security packages
Intercreditor and priority arrangements (where applicable)
Review of lending and banking documentation supporting acquisitions/investments
Enforcement strategy planning if a transaction becomes distressed

Disputes and Enforcement in Investment Matters

When investments go off-track, we advise on protective steps and remedies, including:

Shareholder disputes, breach of warranties, misrepresentation claims
Enforcement of investor rights and exit provisions
Injunction/urgent relief strategy where necessary
Settlement structuring and dispute resolution planning