Corporate Law / M&A

Our corporate law - and M&A - work includes drafting and negotiating contracts for the establishment, organization, transformation, restructuring, sale and acquisition of corporations of any form and agreements for capital increases and decreases and profit and loss transfer agreements and similar contracts.

Over the last years, the lawyers of our firm have actively managed and negotiated a number of significant national and international corporate transactions, starting from the strategic planning of the transaction, over the conduct of due diligence and required acquisition financing, throughout the successful closing of the deal.

The partners of the firm have advised on a substantial number of national and international joint ventures and technology co-operations including their structure, negotiation and implementation. In this kind of transaction we ensure that our client's objectives are properly secured.

Due to substantial changes in "Corporate Germany" corporate governance matters, management and/or supervisory board members' liability and related issues have become key, requiring constant attention. Corporate Governance has undergone substantial changes over the last decade, thereby resulting in extensive liability potential for management. To the extent that D&O insurances are available they only cover certain aspects of the risks to which the respective individuals are exposed. We have extensive experience with modern forms and requirements of corporate governance and company management and are thus able to develop effective and appropriate guidelines and risk management strategies, to effectively limit the exposure.

Our lawyers advise on specific German corporate law issues, structure stock option plans and prepare and implement shareholders' meetings and provide opinions to this effect.

Partners of the firm are repeatedly sought with respect to the resolution of complex shareholder disputes, depressed companies or with respect to transfer of or succession in enterprises.

Private Equity / Venture Capital

A major part of our legal business consists of legal advice concerning equity and debt financing transactions in the form of private equity, venture capital, and/or mezzanine financing structures.

With respect to private equity and venture capital transactions our lawyers have accumulated substantial expertise since 1995. From the very beginning of this new legal sector in Germany our lawyers have been actively involved in a large number of such transactions for prominent players in this growing market. Relative hereto, our scope of advice includes in addition to developing and negotiating the participation agreement the resolution of financing issues, the development of exit strategies as well as the structuring and drafting of funds and related prospectuses.

The lawyers of the firm have acquired brood knowledge with respect to mezzanine financing structures, silent partnerships, participation rights, subordinated loans, or hybrid financing.

In this sector our clients consist of national and international companies, banks, venture capital and private equity funds. Depending on the requested services, we either represent the acquirer or the target company and provide advice in all aspects of such transactions.