Strategic advisory

We are not a traditional fundraising practice: instead our focus is on what we call 'Strategic Equity'. This captures secondaries transactions (GP-leds, portfolio sales, tender offers, secondaries), advising fund founders with respect to the sale or restructuring of stakes in management vehicles, cornerstone investor advisory mandates and fund restructurings including contentious scenarios such as a GP removal.

Key experience


The cornerstone investor of a UK life science fund in the seeding of the portfolio and subsequent invocation of negotiated control rights to terminate the fund.


Acted for Julian Feldman and Adam Macleod with respect to their admission into the partnership of Castleforge LLP. Castleforge is a UK real estate manager with an estimated £500 million assets under management. A second example of a trusted advisory mandate for which our team is well-known, Stephenson Harwood represented Mr Feldman and Mr McCleod on all aspects of their admission into the partnership, which included the establishment and negotiation of the constitutional documents of a new group parent company.

M&G Napier Park fund restructure - Rudo

500 Startups 

Advising 500 Startups on an ongoing basis in relation to pre-seed, seed and series round investments in UK based businesses.

Project Kota

Acted for the entire investor base of an active UK headquartered private equity fund on the replacement of its general partner and manager.

Verium AG

Advised Verium AG on the establishment of its first continuation vehicle with aggregate commitments of CHF120 million. Verium CV was capitalised by a group of experienced secondary investors led by Headway Capital. Kline Hill Partners acted as co-lead on the transaction and UBS Asset Management was a syndicate investor in the vehicle.

Horizon Capital

Advising Horizon Capital on a sale and restructure of ownership relating to the remaining assets in Horizon Growth Capital Fund II.

Soho Square Capital (formerly ESO Capital)

Advised Soho Square Capital LLP, with the restructuring and roll-on closing of its Luxembourg based fund with a master-feeder structure. Despite the current climate, the fund's prior investments have continued to grow throughout the pandemic and have weathered COVID well. Given its strong track record, Soho Square were able to raise additional capital, with investors increasing their commitments in the fund. The fund's investment strategy involves acquiring and recapitalising privately-held companies. The team at Stephenson Harwood acted as lead counsel and worked alongside the fund's foreign counsels (based in the United States and Luxembourg), administrator, operator and third-party fund manager.

Corre Energy

Advised Corre Energy, a renewable energy storage business, in connection with its multi-jurisdictional corporate restructure and acceptance of its first private investment into the new Group.

Soho Square

Advising Soho Square on the post-Brexit restructuring, cross fund transfer and closing of Soho Square Fund III.

Private equity fund

Advising UK private equity fund in respect of an underperforming portfolio investment in the renewable energy sector including advice on directors duties, stakeholder management, emergency funding and value protection.

Advising FENIX Networks, an e-scooter company based in the UAE, on the second closing of its seed round and its corporate structure in the UAE.

Assisting a European car manufacturer with their proposed seed and Series A fundraising from professional investors for the prototype production.

Advised Oryx Energies S.A in its acquisition of a majority stake in Puma Energy Senegal S.A. The transaction strengthens Oryx Energies' presence in Senegal and reflects the company's commitment to supporting the energy transition towards cleaner fuels in the country.

Directory quotes

‘Market-leading GP advisory practice bringing together M&A execution alongside private funds knowledge following a decade of experience across a range of strategic capital transactions including complex GP-led secondaries and GP stake sales.’
The Legal 500 UK 2023

“Quite brilliant… Sarah’s ability to pick up a complex set of funds documents at short notice and distil them down to the key points was very impressive and her negotiating style was always very balanced and engaging.” 
David Forbes-Nixon, Founder, Alcentra

"Gabriel is a great lawyer both in terms of legal capabilities but also in terms of commercial awareness and negotiation skills."
Chambers UK 2023

"Gabriel is a specialist on mid-market GP-led transactions in Europe with strong credentials and experience in the space."
Chambers UK 2023

‘Senior partners are heavily involved in every step of the process.’
The Legal 500 UK 2023

‘They are extremely quick to make commercial decisions and understand the right balance between being commercial whilst extracting the best possible result for their client.’
The Legal 500 UK 2023

‘They are highly respected in the market and our go-to firm for complex GP-led secondaries transactions.’
The Legal 500 UK 2023

‘Our Stephenson Harwood team, led by Gabriel Boghossian and Sarah de Ste Croix, is extremely effective.’
The Legal 500 UK 2023

‘Sarah de Ste Croix is a standout partner bringing to the table deep knowledge in private funds.’
The Legal 500 UK 2023

‘Gabriel Boghossian is the pre-eminent secondaries lawyer in Europe having advised GPs and investors on the most complex GP-led transactions in the last decade.’
The Legal 500 UK 2023