Private Equity & Investment Funds and Structures

Are you investing in companies, operating a holding structure, preparing a fundraising, or establishing an investment fund (CZ/EU) and need the structure to be legally efficient, fully compliant with regulatory requirements at both national and cross-border level, and ready for further expansion? In private equity, the SPA alone rarely decides the outcome—the entire legal ecosystem matters: the fund/holding structure, governance, financing, management incentives, investor reporting, and a clear exit logic.

PROXIMA LEGAL supports you across the entire investment cycle—from structuring and fund documentation through acquisitions, portfolio management, and exits.

How we can support you

1) Fund/holding structuring and investment framework

  • designing the fund / investment vehicle structure (including SPVs and holding layers),
  • setting governance, decision-making processes, and investor protections,
  • coordinating regulatory aspects (including supervision licensing/registration where relevant).

2) Fundraising and investment documentation

  • term sheets/LOIs, investment agreements, shareholders’ agreements, side letters,
  • subscriptions / investor onboarding, reporting and information rights,
  • structuring the economics (waterfall logic, preferences, anti-dilution, exit mechanics).

3) Transactions and acquisitions (buy-side / sell-side)

  • legal due diligence and risk management (deal breakers, mitigation, warranties/indemnities),
  • transaction documentation (SPA/APA, SHA, security package, escrow, closing),
  • acquisition financing and coordination with lenders/investors (CPs, covenants, security package).

4) Portfolio management and governance of portfolio companies

  • changes in corporate bodies, board governance, reserved matters, intra-group documentation,
  • compliance implementation and “corporate housekeeping” (audit/refinancing readiness),
  • ongoing legal support for management and investor relations.

5) Management incentives & co-invest

  • designing incentive programs (sweet equity, options, vesting, good/bad leaver regimes),
  • structuring co-investments and managing conflicts of interest,
  • documentation that is enforceable and clear for both investors and management.

6) Exits and restructurings

  • portfolio disposals (trade sale / secondary), reorganisations, carve-outs,
  • exit readiness (vendor due diligence preparation, corporate clean-up),
  • post-closing implementation and settlement.

Typical matters we handle

  • you are establishing an investment structure/fund and preparing a fundraising,
  • you are investing (minority/majority) and need control rights, protections, and an exit framework,
  • you are buying/selling a company and need the transaction managed from due diligence to closing,
  • you are dealing with financing/refinancing or portfolio restructuring,
  • you are implementing management incentives and want to prevent leaver-related disputes.

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