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Wallis Lambie

Associate

England & Wales

020 3319 3700

wallis.lambie@keystonelaw.co.uk

Wallis is an associate within our corporate and commercial teams. 

Wallis assists in advising shareholders, directors, founders and investors on a variety of issues, including establishing companies, related corporate documents, licensing, shareholders’ agreements, corporate structuring, mergers and acquisitions, and commercial contracts. 

Wallis has experience in assisting with the formation, buying, funding from seed to Series A, and selling of e-gaming, IT, telecommunications, blockchain and other tech-based businesses for a wide range of clients.  

Expertise

Wallis supports businesses with governance and compliance, including board and shareholder minutes, company formation, Companies House filings, statutory books, and share certificates. 

Experience

  • Assisted in advising an online payments advisory and consultancy company on its formation, structuring and operations during its start-up and operations phases. 
  • Assisted in advising an Isle of Man regulated Pension Scheme in relation to its internal restructuring. 
  • Advised the restructured Pension scheme on its acquisition of an Isle of Man company holding mixed-use commercial property, including curing title issues on the target property. 
  • Provided assistance in advising a high-net-worth individual on the establishment of an Isle of Man holding company and its subsidiary, on the preparation and negotiation of a funding escrow agreement. 
  • Assisted in providing corporate and commercial legal advice to the senior management team of a manufacturing company and family members regarding their relocation from the US. 

Wallis advises on transactions and commercial contracts, managing completions, drafting and reviewing agreements, coordinating due diligence, and supporting sales, purchases, and joint ventures from inception to post-completion. 

Experience

  • Assisted a telecommunications company and outsourcing service provider on a long-term basis, including the drafting and negotiation of commercial agreements with one of the world’s largest online poker companies. 
  • Assisted a supervising solicitor in acting as legal counsel to an e-gaming games and platform provider during its pre-investment funding rounds prior to launching and operating in the UK, EU, Asia and US. 
  • Assisted in advising an e-gaming business, its Asia-based owners and an escrow agent regarding the formation of an escrow arrangement to fund the operation of the licensed e-gaming group. 
  • Assisted in the review and drafting of all commercial contracts relating to corporate law and dispute resolution in a shareholder dispute involving a departing founder who was also an employee and shareholder. 
  • Assisted in advising on matters including shareholder disputes, company law, commercial agreements, employment, UK immigration law, and data protection matters in relation to a UK-based manufacturing company and its shareholders, in relation to a departing chief executive officer. 
  • Assisted in a detailed commercial contract review to assist our client in the purchase of a Japan-based e-gaming business. 
  • Reviewed and assisted in drafting the commercial agreements between the client and e-gaming service providers. 
  • Assisted in providing technological corporate and commercial advice to a well-known games developer, in relation to its cross-border plans to enter into software development sheltering agreements with three other parties. 
  • Worked as part of a larger team in advising a US-based client on their investment into a gaming company with head office in South Africa and subsidiaries in the Isle of Man, Malta and other locations. Controlled the disclosure section of the matter and the associated data room via Safelinkhub. Provided assistance in drafting the complex corporate documents and associated agreements to protect the client’s initial investment and ongoing interests. 
  • Assisted in providing advice to a green tech engineering business on all aspects in relation to its acceptance of investment from a private equity investment company. 
  • Advised a CBD company on its set-up, operations and shareholders’ agreements. 
  • Advised an English company on the cross-border restructuring, asset transfer and sale of one of its business units to a supplier, which included the transfer of all staff under TUPE and an asset transfer followed by a share sale. 
  • Advised a provider of wearable tech-based heart rate monitors in relation to its formation, structuring and fund raising. 

Wallis has assisted in advising on corporate sales, shareholder exits and disputes, cross-border restructurings, commercial terms and joint ventures, She has acted for multiple international business, advisory firms and start-ups. 

Experience

  • Assisted in acting for an international entertainment and intellectual property rights holder in relation to its entry into a joint venture agreement with an international rights holder, the transfer of its intellectual property rights to the purchaser and the licence-back of such IP rights.  
  • Assisted in acting for a technology and services group in relation to its acquisition of a mobile telecoms industry software service provider including the preparation of the share purchase agreement and management of the transaction to completion.  
  • Assisted in advising an international business and its shareholders in relation to a potential unfair prejudice claim and employment matters arising in relation to settling with a departing shareholder founder and employee. 
  • Assisted in providing corporate law and dispute resolution advice in relation to a very complicated and adverse shareholder dispute involving one of the founders who was also an employee and a shareholder. 
  • Assisted in providing corporate law and dispute resolution advice in relation to a very complicated and adverse shareholder dispute involving one of the founders who was also an employee and a shareholder and providing detailed advice regarding the potential unfair prejudice issues. 
  • Assisted in the review and drafting of all commercial contracts relating to corporate law and dispute resolution in a shareholder dispute involving a departing founder who was also an employee and shareholder. 
  • Assisted in the review and drafting of all commercial contracts relating to corporate law and dispute resolution in a shareholder dispute involving a departing founder who was also an employee and shareholder. 

Wallis has assisted in advising on employment contracts and has assisted multiple members of our employment team in many aspects of bringing and defending a claim in the Employment Tribunals, including early stage negotiations between the parties, case management, drafting ET1s, ET3s, Grounds of Resistance, schedules of loss and general interpartes correspondence, preparation of responses for Data Subject Access Requests, preparation for preliminary hearings, and attending preliminary hearings and final hearings. 

Experience

  • Assisted in providing advice to a large educational trust client in successfully defending a claim from a former employee regarding disability discrimination and unfair dismissal. 
  • Assisted in acting for a pharmaceutical client in successfully defending claims of unfair prejudice and unfair dismissal brought by a former founder. 
  • Assisted in advising a large Korea-based technology company in successfully defending claims from former employees who were bringing claims of unfair dismissal and disability, sex and pregnancy discrimination. 
  • Carried out DSAR preparation within the space of three weeks. Assisted in advising on matters including shareholder disputes, company law, commercial agreements, employment, UK immigration law, and data protection matters in relation to a UK-based manufacturing company and its shareholders, in relation to a departing chief executive officer. 
  • Carried out DSAR preparation for an ultra-high net worth client facing employment claims from three previous employees in tight timelines.  

Wallis supports e-gaming and online sports betting businesses with governance and compliance, commercial contracts, project development, and procuring investment.  

Experience

  • Assisted in acting for a social betting game developer in their proposed partnership with a large, global gambling company. Assisted in the preparation of the Master Service Agreement and first statement of work. The team were subsequently retained to draft the subsequent statements of work after the immediate success of the first game of the relationship.    
  • Assisted an e-gaming games and platform provider during its pre-investment funding rounds prior to launching and operating in the UK, EU, Asia and the US. 
  • Assisted a game development group of companies on commercial contracts and private equity investment, including the preparation of: master investment agreement, shareholders’ agreement and related articles of association, software development agreements, software licensing agreement, revenue share agreements, regulatory and licensing agreements, and share option deeds. 
  • Assisted an e-gaming promotional tools company that uniquely operates using a random number generator during its pre-investment funding rounds prior to launching and operating in the UK, EU, Asia and the US.  
  • Advised an e-gaming business, its Asia-based owners and an escrow agent regarding the formation and operation of an escrow arrangement to fund the operation of the licensed e-gaming group.  
  • Advised investors regarding a Series ‘A’ investment round into an e-gaming and adult entertainment business, including all due diligence, regulatory compliance review and the preparation of an investment agreement and related investment documentation.  
  • Advised a US-based family office in relation to its Series A investment into a US and EU targeted e-gaming and online entertainment business including dealing with legacy convertible loan agreement and carrying out due diligence in relation to the target business and dealing with US, Nevis and Cyprus. 

Wallis supports telecoms and IT businesses with governance and compliance, commercial contracts, project development, and procuring investment.  

Experience

  • Advised an Isle of Man-based technology business in relation to the purchase of a commercial property held in an Isle of Man company. 
  • Advised an international trading group in relation to the establishment of an Isle of Man foundation and the structuring of a group holding company. 
  • Advised an Isle of Man-based compliance and regulatory business on its terms and conditions. 
  • Advised the pension fund of a telecommunications company on its acquisition of a mixed-use commercial property owned by a special purpose vehicle and participating in the restructuring of the pension fund. 
  • Advised a web-based technology company in relation to its formation, structuring and fund raising. The business is a data, marketing, and technology enterprise that owns an ecosystem of 6,000 interconnected and inter-related internet domain names that will use AI tools for focus marketing. 

Wallis supports founders and shareholders of new tech and blockchain business on their funding rounds from seed to Series A funding. 

Experience

  • Assisted a blockchain start-up that is combining sport and non-fungible tokens to create an asset-backed platform for the creation and sale of NFTs based on sporting events. 
  • Advised an Isle of Man and UK-based blockchain and EFT business during its seed round and subsequent investment rounds. 
  • Advised a blockchain business on its set-up and SEIS/EIS funding round and the regulatory aspects of issuing NFTs that included revenue sharing rights. 
  • Advised a sports-focused block chain company that enables sports and entertainment companies to engage with their target audience by tokenising their rights and issuing non-fungible tokens. 

Please note: The experience list above may include examples of work completed prior to joining Keystone Law.

Wallis joined Keystone in 2022