Corporate law is another important focus of our firm. Our range of advice covers national and international corporate law.
We advise companies, members of the board of directors and supervisory board, managing directors, advisory board members and shareholders in all matters of partnership and corporate law as well as group law. We are at your side when you establish or restructure your company, when you plan and implement your company succession and when you wish to liquidate your company.
Our advice includes in particular
- the drafting of articles of association
- shareholder agreements and rules of procedure
- Preparation and attendance of shareholders' meetings, general meetings and supervisory board meetings
- Appointment and dismissal of board members
- Assistance with upcoming capital measures (e.g. capital increases or decreases, share splits or mergers)
- structural measures under transformation law (mergers, demergers, asset transfers, changes of legal form)
In corporate disputes, we are at your disposal with our many years of experience in out-of-court dispute resolution as well as litigation in court and in conciliation and arbitration proceedings. This includes, for example, actions for rescission and nullity against general meeting and shareholder resolutions, release and award proceedings as well as actions for damages against board members.
Mergers & Acquisitions, Private Equity
We have many years of experience in structuring, drafting contracts and negotiating national and international mergers and acquisitions as well as in setting up joint ventures.
With us, you have a strong partner at your side in every phase of a company (sale). From the establishment of contact between buyer and seller to the conclusion of a non-disclosure agreement (so-called "confidentiality agreement"), if required an exclusive negotiation agreement, the disclosure of essential information to the buyer/seller, the conclusion of a preliminary agreement on the key points of the (sale) (so-called "letter of intent", "heads of agreement", "memorandum of understanding", "term sheet"), the investigation of the company by the buyer (so-called "due diligence") and the negotiation of the purchase agreement. "Our services include the due diligence of the buyer and, if necessary, the preparation of the due diligence process on the seller's side, the preliminary examination under antitrust law, the structuring of the (sale) of the company, the negotiation and conclusion of the relevant contracts up to the implementation measures (so-called "closing") and the subsequent post-closing process.
Our strengths lie in the early identification of deal breakers, the constructive conduct of negotiations or - if desired - moderation of the contract negotiations and in the tailor-made drafting of contracts. We keep a close eye on the economic goal and the optimal tax structure. We also support you in concluding cooperation agreements that regulate the cooperation of several partners within the framework of a joint venture.
On an international level, we are particularly familiar with the special circumstances in the USA, Eastern Europe (especially Russia) and Central Europe (e.g. Poland) and China.