AI for corporate and securities lawyers
Ultramarine Work reads the deal folder, the stock ledger, the draft agreement and your precedents, then drafts the schedules, checklists, consents and filings they support. Each finding cites the file it came from.
Kestrel-closing-checklist.xlsxExampleKestrel closing checklist, funding Jun 30
- 14Seller signature pagesBuyer counselFlagged
Four of the eleven sellers have not returned pages, and funds cannot release without all eleven.
- 22Payoff letter, Calder State BankSeller counselReady
The payoff letter is final, with a per diem of $1,184.20 if closing slips past June 30.
- 27Landlord estoppel, Dock 4 leaseSellerWaiting
The landlord has the estoppel and has promised it signed by June 26.
- 31Funds flow memoBuyer counselReady
The funds flow ties to the closing statement, the payoff and the $2.4M escrow holdback.
How it works
- 1
Open the deal folder
Put in the data room exports, the executed contract set with its amendments, the stock ledger, the board consents, the draft agreement and last deal’s closing set, however your team keeps them.
- 2
Say what you need
The matrix, schedules, checklist or consents come back in your firm’s format, with live formulas where the work is math and a note on anything it could not reconcile.
- 3
Verify, then decide
Every finding cites the document and clause it came from. Your review is about the materiality calls and the wording, and the decisions to file, sign or disclose stay with you.
Inside the Corporate & Securities Law mode
M&A diligence and disclosure schedules
Sweeps the data room against the request list, then writes the red-flag memo and the schedules. The associate verifies findings instead of re-reading contracts.
Contract drafting and redlining
Markup lands in tracked changes, with the counterparty’s language quoted against your preferred positions and the issues list built for the partner call.
Closing checklists and signature packets
Every checklist carries owners and dates, the signature packets and closing set get assembled, and the outstanding list stays current from signing to funding.
Board minutes and resolutions
Against the charter, bylaws and voting agreements already in the folder, it drafts minutes, resolutions, written consents and secretary’s certificates.
SEC periodic reports and disclosure
The 10-K and 10-Q roll forward with this period’s facts, figures tied to the statements. When a deal or a departure triggers an 8-K, it drafts that too.
Antitrust merger clearance
Where a deal might be reportable, it runs the HSR size-of-transaction and size-of-person tests, gathers the Item 4(c) documents and sets gun-jumping guardrails.
Cap table and term sheets
The cap table reconciles to the stock ledger and the board consents. It models the round and the waterfall and tracks the 83(b) elections, Form D and Rule 701.
Entity management and annual filings
Subsidiary registers and org charts stay current, with annual reports, franchise taxes, foreign qualifications and good standing calendared across states.
Contract abstraction and obligations
The abstracts cover signed contracts with every amendment in precedence order, and the register lists notices, renewals and change-of-control triggers.
Credit underwriting and covenants
From the compliance certificate it tests leverage and coverage, sizes baskets and incremental capacity, and reads the credit agreement terms against the model.
Legal memos and briefs
Turns the folder into a first draft of the deal memo or the advice memo, every claim cited to the record, so the partner review is about the substance.
Legal authority verification
It looks up every statute, rule and case the draft relies on and lists anything it could not confirm. Citation checking then starts from a list.
- Office skills
- Excel, Word, PowerPoint, PDF
- Tools
- Read, edit and write files, Search files, Run code, Search and read the web, View images
- Connectors
- SharePoint, Google Drive, Gmail, and additional custom connectors
- House style
- Your fonts, layouts and rules, on every file
Ask it for
“Review the 412 data room contracts for change-of-control triggers, consent requirements and MFN pricing, and build the matrix quoting each clause.”
Diligence-matrix.xlsx“Draft disclosure schedules 3.2, 3.7 and 3.9 for the Kestrel purchase agreement, keyed to the rep each one qualifies, with a citation for every exception.”
Disclosure-schedules.docx“Turn the 41-item closing agenda into a checklist with owners, due dates and dependencies, and separate what blocks funding from what can close after it.”
Closing-checklist.xlsx“Draft the Bluewood Series B board resolutions and stockholder consent: charter amendment, pool increase and the 228(e) notices to the two holdout stockholders.”
SeriesB-consents.docx“Build a Series B pro forma cap table for Bluewood Robotics, with the stock ledger tied to every signed consent, SAFE and note conversions and the pool increase.”
Pro-forma-cap-table.xlsx“Tie out every figure in the draft 10-Q to the financial statements and the prior filings, run the Reg S-K form check, and flag anything you cannot trace.”
10-Q-tieout.pdf
Who it’s for
Transactional lawyers and corporate paralegals in M&A, venture, capital markets, finance and public company practice, at firms or in-house.
Questions
Can we put client documents into it without waiving privilege?
That is your firm’s call, made in its confidentiality review. Rule 1.6 and ABA Formal Opinion 512 require a risk assessment before client material goes into any outside tool, and a data room NDA limits disclosure to representatives with a need to know, which an outside model is not. The material it works on goes to Paper Instruments’ servers to be processed, so it should get the same security review you would run on any outside vendor before the deal folder lands in it.
Do I have to tell clients we used AI on their deal?
No single rule settles it, and the answer changes with the matter. Under ABA Formal Opinion 512, disclosure is fact-specific. Informed consent is required before confidential information goes into a self-learning tool, clients can ask how their work was done, and outside counsel guidelines often require you to name the tools used. Follow your firm’s policy and, where it applies, the client’s guidelines.
Will it invent statutes, cases or filing requirements?
Its skills tell it not to, and the instruction is specific. Every number and statement must cite the source file, and anything it cannot find or reconcile is flagged instead of filled in. The authority-verification skill then looks up the cases, statutes and rules the draft cites and lists anything it could not confirm. You still read every line before it goes out.
Where does our data go?
Ultramarine Work changes files only in the project’s folder. When a request needs it, it can read files elsewhere on your computer, never passwords, keys or app data, and you can turn that off in settings. The model runs on Paper Instruments’ servers, so the content it works on is sent there to be processed. Paper Instruments is SOC 2 Type II, and our security and compliance details are on our compliance page.
Can I bill the time I spend prompting and reviewing its work?
Yes, if you bill hourly and your firm permits the tool. ABA Formal Opinion 512 and Texas Opinion 705 limit you to actual time. You bill the minutes spent prompting and reviewing the output, never the hours the tool saved, and you cannot bill a client for learning the tool. Where the fee is flat, the firm decides whether the price moves.