If your M&A lawyer, corporate advisor, or accounting firm is signalling plans to list on Bursa’s LEAP Market, treat it as a due diligence trigger, not background noise. A firm preparing for listing has new incentives — deal volume, fee visibility, partner equity lock-ins — that can subtly reshape how it serves you mid-transaction. The fix isn’t to walk away; it’s to ask sharper questions before you sign, and to build safeguards into the engagement itself.
This pattern is appearing more often in Malaysia’s professional services sector: established law firms and advisory houses using a LEAP listing to fund partner succession, raise capital for expansion, or formalise a generational handover. It’s a sound strategy for the firm. It’s just not automatically neutral for the client sitting across the table mid-deal.
Why professional services firms are turning to LEAP
Partnerships have historically funded succession the hard way — retiring partners cash out slowly, incoming partners buy in over years, and firm capital stays thin. A LEAP listing offers an alternative: it converts illiquid partner equity into tradeable shares, brings in outside capital, and gives the firm a currency for lateral hires or bolt-on acquisitions of smaller practices.
At least one prominent Malaysian law firm has publicly signalled this ambition, and we expect more mid-sized professional firms — legal, audit, corporate advisory — to explore the same route over the next few years. It solves a real problem: many firms have senior partners approaching retirement with no clean way to extract value from decades of work.
None of that is bad for the profession. But it changes what the firm optimises for while it’s in listing preparation, and that matters if you’re a client relying on that firm’s judgement and availability right now.
What actually changes when your advisor is preparing to list
A firm heading toward a LEAP listing typically goes through 12-24 months of preparation: audited financials, governance restructuring, sponsor engagement, sometimes a change in partnership structure to a corporate entity. Several things shift during that window.
Senior attention gets split. Partners who normally lead your deal are also sitting in sponsor meetings, board restructuring discussions, and listing documentation reviews. The associate handling your file may see less senior oversight than you’d expect from the firm’s reputation.
Fee structures can firm up. Firms preparing audited numbers for a listing sponsor have less appetite for informal fee arrangements, extended payment terms, or success-fee-only structures. Expect more rigid billing and less room to negotiate once the listing process is underway.
Deal appetite can shift toward volume. A firm building a track record for its listing prospectus has an incentive to close deals and show growth, not necessarily to slow down and protect your specific commercial interests if that means a longer, harder negotiation.
Continuity risk rises. Equity conversion sometimes triggers partner departures — either partners who cash out and leave, or others who feel diluted and move to competitor firms. If your deal spans 12+ months, the partner you signed with may not be the partner who sees it through.
The real question: conflict of interest or just distraction?
Most of the time, this isn’t a deliberate conflict — it’s bandwidth. A firm mid-listing is running two demanding processes in parallel: its own transformation and your transaction. The risk to you is neglect, not malice. But there are a few scenarios where genuine conflicts can emerge, and you should watch for them specifically.
If your advisor’s firm is itself courting the same acquirer, investor, or LEAP sponsor network you’re negotiating with, ask directly whether there’s a relationship. If your deal involves a target company your advisor’s firm has also engaged with on unrelated listing-preparation work, get written confirmation of information walls. And if the firm’s fee arrangement with you includes any equity, referral, or success component tied to introductions from its listing sponsor network, that needs full disclosure up front.
A quick comparison: engaging a firm before, during, or after its listing push
| Stage | What you gain | What to watch for |
|---|---|---|
| Before listing announced | Established relationships, stable fee norms, partner continuity | Firm may lack fresh capital for larger, complex mandates |
| During listing preparation | Sharper governance, more rigorous documentation discipline | Senior attention split, less fee flexibility, partner turnover risk |
| After listing completes | Stronger balance sheet, broader bench, sometimes new specialist hires | Possible fee increases, more corporate (less personal) service model |
| Independent boutique with no listing plans | Consistent senior attention, negotiable terms | Smaller bench for very large or multi-jurisdiction deals |
None of these stages is automatically wrong for your deal. The point is to match the stage to what your transaction actually needs, rather than defaulting to the biggest name on the letterhead.
Questions to ask before you sign the engagement letter
Put these to any advisor — legal, accounting, or corporate — who has publicly flagged listing ambitions:
- Who is the named partner responsible for our file, and what is their capacity commitment for the deal’s expected duration?
- Does the firm, or any related entity, have a commercial relationship with the counterparty or its financiers?
- Will billing rates or payment terms change if the listing process accelerates during our engagement?
- What happens to our file if the named partner departs or is reassigned during listing preparation?
- Is there a partner succession plan for our specific matter, documented in writing?
If the firm can’t answer these cleanly, that’s useful information on its own — not necessarily a reason to disengage, but a reason to build in more of your own oversight.
Protecting your deal regardless of your advisor’s plans
Whatever stage your advisor is at, a few habits protect you. Keep a parallel internal record of key decisions and instructions rather than relying solely on the firm’s file notes. Insist on a named backup contact within the firm, not just the lead partner. Build milestone reviews into the engagement so drift is caught early rather than at completion. And where the deal is material enough — a full sale, a control transaction, or a cross-border acquisition — bring in an independent advisor to sense-check major terms before signing, even if your primary firm is excellent.
This is the same discipline we apply in our own M&A advisory work with founders: your deal advisor’s business model is not your problem to manage, but it is your risk to price in. If you’re weighing whether to sell now, hold for a better structure, or fund an acquisition strategy of your own, it’s worth reading our take on selling to a LEAP-listed acquirer versus holding out for a private buyer, and — if you’re on the other side of the succession question yourself — our piece on whether a professional services firm should list on LEAP to fund partner succession.
Frequently asked questions
Should I switch advisors if mine is preparing for a LEAP listing?
Not automatically. Many firms manage listing preparation and client work well, and the process can even sharpen their governance and documentation discipline. Switch only if you see concrete signs of neglect — missed deadlines, reduced partner attention, or unclear answers to direct conflict-of-interest questions.
Does a listing preparation affect confidentiality on my deal?
It can, if the same firm is preparing disclosure documents for its own listing sponsor. Ask specifically how client-matter confidentiality is separated from the firm’s internal listing workstream, and get that separation confirmed in writing if your deal is commercially sensitive.
How do I know if my advisor’s fees will change mid-deal?
Ask directly, and get any fee commitment fixed in the engagement letter rather than left as a verbal understanding. Firms tightening up for audited financials ahead of a listing are less likely to honour informal arrangements agreed before that process began.
Is it a bad sign if a professional services firm is chasing a LEAP listing?
No — it’s usually a rational way to fund partner succession or growth without over-leveraging the partnership. The signal to watch isn’t the listing itself, it’s whether the firm is managing the transition transparently with existing clients.
Weighing a sale, a fundraise, or a succession plan of your own and want a second opinion on the structure before you commit? Book a free strategy call with OMO’s advisory team.