Entrepreneurs, growth & investment solicitors
Entrepreneurs and growing businesses face specific challenges which require specialist advice. We understand these obstacles and opportunities, working in partnership to help our clients build and grow successful businesses from sound legal foundations.
Leading legal advisers to the entrepreneurial community
The entrepreneurial, high-growth arena in Scotland is thriving and our specialist team is recognised as leading legal advisers to this business community.
Along with advising many individuals and businesses, we work closely with the organisations and investors who have helped to drive this growth.
We also work closely with many entrepreneurial support organisations including Scotland’s network of angel investors and venture capitalists. In addition we have strong relationships with the public sector and banking institutions which support entrepreneurs and high-growth companies.
From our offices in Glasgow, Edinburgh, Thurso and Inverness, we deliver legal advice in a clear way, focused on business rather than the law. As a full service commercial law firm we can also provide a number of additional services which may be crucial to you and your business. Moreover, we can be with you for your entire journey – you will not outgrow us.
Our lawyers work closely with businesses at every stage of their life-cycle, from inception right through to a successful exit. We have extensive experience of helping young, innovative companies secure the necessary investment to fuel their growth into strong, successful businesses.
We have teams within our firm regularly dealing with high value transactions so we can secure your needs at every stage of your business’ life cycle. We also like to open doors and facilitate introductions to other larger, blue chip clients which are often highly beneficial to early stage businesses.
Our team are experts in helping companies raise multiple equity investment from seed to Series A to Series B. We also act for a large number of investors. We complete deals on weekly basis with investment monies coming from both national and international investors. We have completed more than 180 equity deals in the last 3 year making us one of the pre-eminent firms in the UK for equity investments.
We are specialists in lending and equity alternative finance. On the equity side, we have been at the forefront of developments in crowdfunding in Scotland, helping clients carry out some of the country’s most successful and ground-breaking equity crowdfunding campaigns and on the lending side, we have acted for many of the key lenders as they enter the Scottish market and worked on excess of 200 alternative finance deals last financial year.
We work with companies to help them grow their team and as part of that routinely putting in place share option arrangements, including non-tax favoured options and enterprise management options (EMIs). With our extensive share option experience, we tailor share options to each business so to maximise benefit.
Brand protection and trademarks
We are specialists in brand protection and management, helping you to look after your brand, maximise its potential and react effectively to threats at all levels, both offline and online.
Our team manages more brand rights than any other Scottish-based legal firm and offers a holistic, contentious and non-contentious brand management service.
Our commercial and corporate solicitors work with businesses and individuals across Scotland, the UK and internationally to draft, review and finalise all manner of commercial contracts and terms and conditions.
Whether you’re a small business employing one or two people or a large company, our solicitors can draft legal documents to suit all types of commercial agreements.
Working in partnership
We have worked closely with some of the leading organisations in the Scottish entrepreneurial ecosystem, from business accelerators to investors, and publicly funded organisations to networking communities. These include:
Harper Macleod has been working closely as a partner of ScottishEDGE, the funding competition aimed at Scotland’s top early stage and high-growth businesses. Our involvement has seen us work with a number of the finalists and winners of ScottishEDGE helping them on their way to success.
As legal advisers to Scottish EDGE, we’ve put together special offers on our legal services.
Entrepreneurial Spark was the world’s largest free business accelerator for early stage and growing ventures, prior to its network of accelerator hubs being acquired by RBS. Through our association, Harper Macleod provided legal services and advice to budding entrepreneurs in areas such as corporate structure, intellectual property, franchising and investment. We assisted a large number of Entrepreneurial Spark companies raise seed capital.
Turing Fest is Europe’s leading cross-functional tech conference designed to help cultivate and nurture emerging tech ecosystems, and forge new connections between entrepreneurs, technologists and investors all over the world.
In 2021 we partnered with Turing Fest to run their Speed Networking space in the delegate village at EICC.
Edinburgh games developer provides the perfect Incentive
In 2013, John Gordon was a chemical engineer, living and working in Trinidad and Tobago. Today, he is CEO of Incentive Games, one of the UK’s fastest-growing companies.Learn more about our work with Incentive Games in our case study
Phox Water is a Glasgow-based water filtration company driven by a mission to be truly sustainable. The brainchild of founder Scott Dickson, Phox provides environmentally-friendly and reusable water filtration products, overcoming the problems associated with the millions of single-use plastic water filter cartridges which end up in landfill each year.Read the case study
“Thank you for everything you have done to help me and to help Triyit in the past year. Your advice, assistance and patience have been so wonderfully appreciated. You have made a huge impact on my business and without the support we have received from Harper Macleod, Triyit would not be in the fantastic position it is in now.”
“As a start-up, one of the most crucial things to get right is finding the best possible advisors to provide counsel on critical issues such as law, so we count ourselves lucky to have brought Harper Macleod on as partners from the beginning. The fact that Paula and the team have worked with us since the very start means that not only do they get what we’re all about and where we’re trying to get to, they also know what it has taken for us to get this far – and that is really important.”
“Whilst in the middle of an investment phase the advice given by Harper Macleod was always solution driven. There was always an attempt to understand the rationale of both parties before giving appropriate advice. This made the final completion meeting non confrontational and both parties ended up achieving their own goals in a stress-free environment. This refreshing style added great value to the process and the team deserved a big thank you for taking this approach.”
“Working with Harper Macleod was a pleasure due to the fact that they brought a great deal of prior deal experience to the table. This meant that they could take a considered outlook on some of the critical business decisions that would result from the investment, as well as providing pragmatic insights to achieve a great result. We enjoy working with an integrated firm that allow us to tap into different specialities that will enhance our business as we grow post-investment.”
Because Harper Macleod made quality advice accessible to us from the very outset of this company’s formation, we’ve been able to successfully tackle all the challenges that come with a growing company – from an early change in co-founders, to employment issues and multiple investment rounds. It is precisely because the team at Harper Macleod so completely understand the entrepreneurial mindset – especially our desire to go fast, break things and worry about the rules later – that I so value their expertise and pro-active guidance.
“I was delighted with Harper Macleod’s professionalism and service in the Chromacity deal and also with their patience and advice in what turned out to be a complex and prolonged investment process involving many parties. Jo, Paula, Jamie and their team did a fantastic job for our investment group (EOS, Kelvin and Investing Women).”
“I’d like to thank Harper Macleod, and Paula Skinner’s team in particular, for their advice and support in helping us reach this stage so quickly. We’ve been very fortunate to work with a number of great partners from the start, and without them it just wouldn’t have been possible. Our work so far has had a positive impact on the huge upsurge in the number of new business incorporations, and better still those who go through our programmes have an 80% survival rate which is way above average. We can’t wait to take our success story to benefit a wider audience.”
“We were very impressed by Harper Macleod’s sector-specific expertise and attention to detail throughout the process of completing our recent investment in Sirakoss.”
“Jo, Gail and Paula delivered on all fronts regarding our recent demerger. They managed all parties concerned in the demerger, keeping them to the tight deadline and achieving a favourable outcome for my company. This I would put down to the conscientious approach taken with regard to all matters to achieve my aims.”
“Harper Macleod helped guide me through the ‘first round’ investment process and made sure I fully understood everything that I was signing. I would encourage all new businesses/entrepreneurs to engage with HM as they truly are helpful and all round ‘Good Guys’ which is a breath of fresh air!”
With the pace at which the Project Pie franchise is developing, it was important that we completed our investment deal within short timescales and this is where having Harper Macleod on our side was invaluable. They’ve become an extended part of our team, and we have benefited from both their specialist franchising knowledge and access to the firm’s strength in depth. We need everybody on board thinking commercially, and that’s what they do so well.”
“This was a complicated process however Paula, Jo and the rest of the people we dealt with at Harper Macleod went out of their way to make sure that it ran like clockwork. It felt like they wanted to make the deal happen just as much as we did and this level of buy-in and pro-active approach to getting things done was exceptional, and hugely appreciated.”
“Paula runs a great team. She is commercially savvy, directly insightful and provides solutions to our challenges.” “We can rely on Paula to have the knowledge and efficiency that we need.” “Paula is an excellent, commercially aware and very responsive lawyer who is one of my most trusted advisers.”
“I primarily work with Jo Nisbet and Paula Skinner and value their wise counsel, attention to detail and support in all aspects of our work.”
Examples of our work
We advised Glasgow-headquartered space tech startup R3- IoT as it secured a £3.1 million investment as it prepares to expand internationally.
The satellite-enabled connectivity start-up closed a seed investment round led by US-based VC Space Capital, joined by the Scottish National Investment Bank. Other investors include the University of Strathclyde, alongside North American-based Ryan Johnson, former CEO of BlackBridge, Nathan Kundtz, CEO of Rendered.ai, and Loren Padelford, former GM of Revenue at Shopify. Scottish Enterprise also become shareholders and continue to support the company.
Led by space technology experts Allan Cannon and Kevin Quillien, R3-IoT addresses challenges organisations face in digitising business operations, products, and services due to a lack of, or unreliable communications infrastructure. Focused on the market gap underserved by the current space race, R3-IoT aims to provide value extending beyond connectivity.
The company’s full-stack digital platform – combining satellite, cellular, IoT and data analytics – provides organisations with end-to-end data services from any location, regardless of existing infrastructure. Paula Skinner, the lead Partner in Harper Macleod’s corporate entrepreneurs, startup and investment team, advised on the deal.
Testimonial: “Thank you Paula & Natalie for your hard work in getting this fantastic deal over the line for us. We’ve been so impressed with the way you have both managed the process. This is a game-changer for us and will only lead to more growth and excitement and chapters for the R3 IoT story. You were both there at the start when we were just two guys with a plan and it’s your expert guidance that’s played a part in helping us get us to this point. I really want to thank you both face to face when we can.” Allan Cannon, CEO and Co-Founder of R3-IoT
After advising Scottish fintech company Aveni on it first round of investment, we then advised it on an investment of £1.1 million to launch a ground-breaking Artificial Intelligence (AI) platform which is leading the way in a new era for speech analytics in business.
Aveni Detect uses the latest advances in AI and natural language processing (NLP) to automate processes direct from the customer voice. This allows companies to achieve greater efficiencies in quality assurance whilst significantly improving client experience, staff training, and the ability to identify vulnerable customers. The investment, led by the TRICAPITAL Angel syndicate, will accelerate Aveni’s growth and see it move beyond financial services into other regulated industries, whilst building a team to support its UK expansion.
Aveni’s team of world leading NLP scientists and engineers have worked with top businesses in the UK to develop Aveni Detect. Whether a business meets customers face-to-face, via video conference or phone, Aveni Detect converts the conversation to text before processing it through its unique NLP pipeline to deliver novel insight and automation.
This creates significant opportunities for businesses to greatly reduce the cost to serve, build a better trained workforce and identify opportunities for new products and services. As well as TRICAPITAL, the round was supported by Scottish Enterprise’s Growth Investments, Old College Capital – the University of Edinburgh’s in-house venture investment fund and Wallace Equity.
After assisting fintech Yoello on a number of commercial contracts, we then advised Yoello on its equity investment.
Yoello is a multi-award winning order and payment platform provider based in Cardiff and is aiming to disrupt the existing payment system by utilising open banking legislation to bring merchants and customers closer together.
By simply scanning a QR code in a venue or by typing in a URL, customers can access digital menus, make an order and pay, and there’s no need to download any apps. Yoello’s list of awards includes winning the prestige Tech Nation’s Rising Star 3.0 Fintech Sector Award.
The investment will serve to enable Yoello to carry out its expansion plans and develop rapidly so it can keep up with growing demand. The transaction was led by Corporate Partner Jo Nisbet with support from the team.
Testimonial: “Jo and the Harper Macleod team were always available to support and provide sound advice. They operate as a partner and confidant to our business and have been great to work with. We have received quality advice within the agreed timescales and estimated costs. I would highly recommend them.” Gareth Roberts, Chief Financial Officer, Yoello
We acted on behalf of Zappaty Limited in relation to their first round of investment of £200,000 from three high net worth individuals. Zappaty is a start-up organisation that produces a backup and collaboration platform for the Unity Games Development Platform.
The deal was carried out across three tranches. Zappaty plan to use the investment to allow them to continue to grow and recruit. We provided advice in relation to all funding aspects of the deal. Paula Skinner led the transaction from our Corporate team
Testimonial: “We were delighted and very impressed with the advice and support provided by Natalie Wallace, we look forward to working on larger and more complex deals as our business grows.”
David Stickland, Director
We work closely with Edinburgh based Incentive Holdings Limited as it expands rapidly. Incentive Holdings (trading as Incentive Games) is a leading B2B games provider working globally with an ever expanding team.
Our most recent work with Incentive includes helping them with a further round of equity investment, assisting with various share transfers, putting together consultancy arrangements and advising on unapproved share option arrangements and an EMI share option scheme.
Testimonial: “Jo and her team have supported us superbly well through some difficult and exciting times. They have helped guide us in a professional and trustworthy manner, always keeping our budget and requirements in sharp focus.” Stewart Gove, Executive Director
We advised Ecoeats on its seed investment. St Andrews based Ecoeats is an eco-friendly delivery service which uses only bicycles and electric cars for delivering food.
Founded on the mission to have zero delivery emissions and fair commission rates for partners and delivery riders, the investment arrangements include commitments on Ecoeats’ ethical aims.
The investment will allow Ecoeats to carry out a number of expansion plans and take eco-friendly delivery across the country. Our team advising on the deal included Jo Nisbet.
Testimonial: “We are grateful to Anisha and Jo HM for advising us on our seed investment round. Reliable as ever!” Philip Houseley, Founder
Our Corporate Team advised Reath Technology on its seed investment from Techstart Ventures and various private investors.
Founded in 2019 by Claire Rampen and Emily Rogers, Reath Technology is on a mission to build the digital infrastructure required for businesses to shift the circular economy. They specialise in the tagging and tracking of circular assets, and building the “digital passport” they need – think Google Analytics for the circular economy.
The investment will allow Reath Technology to carry out a number of expansion plans. Our team advising on the deal included Jo Nisbet.
Testimonial: “We appreciated the support provided by Jo Nisbet and Anisha Kaura at Harper Macleod. They were incredibly responsive and helped us chart a path with our investors that will serve us in the long-term.”
Claire Rampen, Co-founder
Estendio is an innovative tech business with a mission to cultivate human potential through accessible technology such as its Present Pal product.
The company secured £450,000 funding in the form of a long-term Convertible Loan Note from Scottish Enterprise and a group of private investors. Paula Skinner (Partner, Corporate) worked closely with Chris Hughes and the team at Estendio to bring the deal to a successful close.
Testimonial: “Natalie and Paula, a massive thank you for all your work to get this deal complete and over the line. It has been an absolute pleasure working with you both and I look forward to working with you both again.”
Chris Hughes, founder of Estendio
We assisted this cyber security based business with its recent spin out from Edinburgh Napier University (ENU), and in relation to its significant six-figure funding package from Scottish Enterprise (SE).
The transactions involved a number of different elements, including initial share allotments to individuals, the spin out from ENU involving multiple transactional documents relating to the IP in the company and also the convertible loan note work relating to the investment from SE. Memcrypt will use the funds to continue to develop new techniques to tackle the multi-billion pound ransomware threat. The transactions were led by Paula Skinner, with assistance from Jamie Watt.
We advised Scottish EDGE, a competition for early stage and high growth businesses where they can win grant and loan funding, on its recent fund raise of £1 million from Sir Tom Hunter, Kevin Dorren, Sir Brian Souter, James Watt, Lord and Lady Haughey, Chris van der Kuyl and Paddy Burns. Each of the leading entrepreneurs committed between £100k to £500k, mainly in the form of loans.
The new funding is going to be used in the next four rounds of the competition to help businesses grow. Harper Macleod has been heavily involved with Scottish EDGE from its inception and is delighted to have been able to assist them in securing such a significant funding package. Jo Nisbet (Partner) and Paula Skinner (Partner) advised on the deal.
Testimonial: “We were delighted to work with Harper Macleod on a deal which will help us to support additional winners in the next four rounds of Scottish EDGE and improve our chances of having a positive impact on the Scottish economy. As always, the team were a great source of advice in pulling together the paperwork.” Evelyn McDonald, CEO of Scottish EDGE
We acted on behalf of Bonnie & Wild in relation to their recent rounds of investment. Bonnie & Wild’s Scottish Market Place, based in the St James Quarter in Edinburgh, offers an unrivalled food and drink offering, with eight food stalls, four bars and three speciality retailers, as well as seating for around 250 people.
As an ambitious and existing F&B project, it had its challenges due to the various impacts of the Covid pandemic, but the opening was a huge success which was achieved with the help of the recent investment rounds. Paula Skinner (Partner, Corporate) and Rachel Miele (Solicitor, Corporate) worked closely with the team at Bonnie & Wild to close the various rounds involved in the investment and ensured all documentation was prepared and executed in a timely manner.
Testimonial: “From the very outset, the team at Harper Macleod clearly understood the vision we had for our Food Hall and our investment needs. We are grateful for their advice and support throughout the process.” Steve Wallman, Bonnie & Wild CFO
We acted on behalf of Caribou Property Ltd in relation to their £1.5m investment in Macomics Limited, an immuno-oncology company with world-leading expertise in macrophage biology. Macomics is developing precision medicines to modulate macrophages for the treatment of cancer.
Caribou co-invested alongside Scottish Enterprise and Epidarex UK Fund who had previously already invested in the company, bringing the total of the round to £4.24m. We are engaged to act on behalf of Caribou in relation to all of their Scottish investments and have so far assisted with four investments. We work closely with the team to ensure we can carry out the investments within their required timescales.
This transaction was led by Paula Skinner (Partner, Corporate) with intellectual property input from Jamie Watt (Partner, Corporate).
Testimonial: “Thank you very much for all your help with getting Macomics over the line. We really appreciate all the help and support you have provided.” Lucinda O’Dowd, Executive Assistant
We advised Continulus with its second round of equity funding, this time with a raise of £500,000 from a UK based consortium of investors. We have worked with this business from an early stage, assisting with the initial funding round, as well as with commercial contracts and intellectual property assistance.
Continulus is a business providing an ethical video-learning platform for medical professionals which utilises online lectures, multi-camera tutorials and podcasts by authoritative experts and the company already has global partnerships with a range of medical bodies throughout the world.
Growing your business: Top tips for getting ready for investment
Is it worth the risk using legal templates?
The Investment Fund for Scotland – a catalyst for success
UK visa fee increases – key considerations for employers
Scottish Edge Round 21 Awards
10 years of Scottish EDGE: Round 20 sees a record £1.6 million of funding awarded to the best of Scotland’s entrepreneurial talent
Celebrating female entrepreneurs on International Women’s Day
Episode 6 of Dragon’s Den / The Apprentice
Call us for free on 0330 159 5555 or complete our online form below to submit your enquiry or arrange a call back.