Raise. Structure. Accelerate.


A fundraising round is more than just a legal transaction. It is a defining moment,the moment when your company's valuation is set, when the balance of power between founders and investors is established for years to come, and when the terms of your future liquidity are negotiated. 

In this environment, you need lawyers who are as well-versed in market practice as they are in legal mechanisms: advisors capable of carrying weight at the negotiating table, defending your interests against seasoned investment funds, and working with you to build a structure that protects your long-term capital trajectory. 

That’s what Scotto does, alongside the founders, executives, and investors who are shaping the venture capital market in France and Europe.

Bringing in investors and structuring your Capital

We support you at every stage of your company’s equity development, from the initial seed round through the various funding rounds and growth-stage financing:

Fundraising

From negotiating the term sheet to closing, we advise founders and investors on all equity transactions (preferred shares, share warrants (BSA), convertible bonds, BSPCE, SAFE, etc.)

Strengthening equity and restructuring the shareholder base

Reorganization of the capitalization table, refinancing, and the entry of new shareholders 

Structuring votingand financial rights

Customized structuring of rights attached to different classesof shares, veto rights, ratchet provisions, anti-dilution provisions, and liquidation preferences

Shareholders’ agreements

Drafting and negotiating key provisions: liquidity, leaver, drag-along, tag-along, preemptive rights, governance

Post-Transaction Governance

Establishment of governing bodies, operating rules, and the balance of power between founders and investors

Our Approach

We get involved as early as possible in each transaction. Even before a process begins, we take the time to understand your trajectory, your strategic challenges, and your liquidity goals in order to builda structure that aligns with your long-term plan. 

Our added value lies not only in the thoroughness of our documentation. It stems from our abilityto see the big picture, anticipate potential sticking pointswith investors, andnegotiatewith the same tenacity as your counterparts.

Our Role


We support you at every key stage of your capital-trajectory, from initial funding rounds to the entry of venture capital or private equity investors, all the way through to a potential IPO, while safeguarding your interests, governance, and liquidity terms.