How should a UAE, India or UK cross-border capital raise be structured?
Align the issuing entity, instrument, investor jurisdiction, use of funds, regulatory perimeter, tax, foreign-exchange flows and execution plan before outreach.
A cross-border capital raise should begin with a jurisdiction map identifying the issuer, operating companies, investors, instrument, use of funds, cash-flow route, security, tax treatment, foreign-exchange requirements and financial-promotion perimeter. Build one reconciled diligence package, then obtain jurisdiction-specific legal, tax and regulatory advice before approaching investors or lenders.
Build the jurisdiction map first
Document every relevant entity, shareholder, lender, investor type, governing law, currency, bank account, payment route and security provider. Identify where proceeds enter the group and how they reach the business that will use them.
Choose the instrument after mapping constraints
| Structure | Questions to resolve | Typical evidence |
|---|---|---|
| Primary equity | Which entity issues shares, and where are investor rights held? | Cap table, constitutional documents, valuation, shareholder approvals and use of funds. |
| Shareholder or holding-company instrument | How do proceeds reach operating subsidiaries, and how are rights enforced? | Intercompany agreements, tax analysis, foreign-exchange route and cash-flow model. |
| Senior or private credit | Which cash flows service debt, and which entities can provide security or guarantees? | Financial model, security map, covenant case, approvals and repayment sources. |
| Convertible or preferred instrument | How do conversion, preference, dilution and exit operate across jurisdictions? | Term sheet, valuation scenarios, cap-table model and legal analysis. |
India requires a FEMA and reporting workstream
Foreign investment into India and overseas investment by Indian residents operate within the Foreign Exchange Management Act framework and related rules, directions and reporting. Route transaction-specific questions through an authorised dealer bank and Indian legal and tax advisers. Source: Reserve Bank of India, Master Direction on Foreign Investment in India.
UK communications require a financial-promotion review
Communications involving investments or financial services directed into the United Kingdom may fall within the UK financial-promotion and authorisation perimeter. Confirm the audience, content, exemptions and any approval requirement before circulation. Sources: FCA financial promotions guidance and FCA guidance for international firms.
Prepare one reconciled diligence package
Use consistent financial statements, forecasts, ownership records, corporate approvals, material contracts, tax analysis, legal structure, use-of-funds schedule, data-room index and management presentation. Reconcile currency assumptions, consolidation, intercompany balances and the source and destination of every material cash flow.
Sequence outreach after approvals
- Confirm the commercial objective and structure options.
- Obtain the required board, shareholder and internal approvals.
- Complete legal, tax, foreign-exchange and regulatory analysis.
- Prepare investor or lender materials and the diligence package.
- Segment counterparties by jurisdiction, eligibility, ticket and instrument.
- Run controlled outreach with jurisdiction-appropriate communications.
- Compare terms on a fully loaded economic and execution basis.
Matchpoint mandate fit
Matchpoint considers cross-border corporate finance, debt, equity and M&A mandates from USD 5m upward, subject to evidence, readiness, jurisdiction, applicable regulation, capacity and a written engagement. Local legal, tax, regulatory and accounting advisers remain required where their expertise is relevant.
Related Matchpoint resources
Last updated: August 2026.
Map the issuer, operating entities, investors, instrument, use of funds, cash-flow route, security, governing law, tax, foreign-exchange requirements and communications perimeter.
The issuing entity determines where investor rights sit, how proceeds reach the business, which approvals apply and how distributions, security, conversion and exit may operate.
Approach should follow a documented structure, internal approvals, a reconciled evidence package and transaction-specific legal, tax and regulatory review.
Matchpoint considers cross-border corporate finance, debt, equity and M&A mandates from USD 5m upward, subject to fit and written engagement.
Discuss a mandate
Speak to a partner about the structure, evidence and execution plan for your transaction.
