The Tangent
A quarterly reading of the law.
Each edition collects the quarter's regulatory movement, tribunal reasoning and drafting practice into one considered document - written for boards, founders and finance teams rather than for other lawyers.
Edition 04
Governance under examination
Related-party process, the widening perimeter of director duty, and what the quarter's tribunal reasoning suggests about board records.
In this edition
- -Related-party approvals: the record an examiner reads
- -Director duty and the delegation defence
- -Reading the quarter: three tribunal orders on board process
- -Compliance calendar - what falls due next quarter
Edition 03
Private capital in a slower market
Down-round mechanics, bridge instruments that trigger adjustment provisions, and secondary transfers where the cap table has drifted.
In this edition
- -Anti-dilution arithmetic in a flat round
- -Bridge notes and the adjustment clause nobody read
- -Secondary transfers: consents, pricing and process
- -Documentation watch
Edition 02
The contract portfolio as a risk surface
Indemnity architecture, data-processing terms that outran the engineering, and a method for auditing a contract portfolio without reading every page.
In this edition
- -Caps, carve-outs and the aggregate exposure number
- -Processing agreements against real data flows
- -Auditing a portfolio: sampling that finds the problem
- -Clause of the quarter
Edition 01
Where precision meets justice
The founding edition - a note on method: analytical depth rather than checklist coverage.
In this edition
- -Beyond checklists: a statement of method
- -Fear as a diagnostic tool
- -Questions worth asking first