Maybe you are planning to restructure your group or company, you need assistance in an upcoming strategic transaction or you are involved in a critical dispute with shareholders, stakeholders or corporate bodies. In these kinds of projects, we can provide you with excellent, innovative corporate law advice.

people working late in office blurred corporate
Law firm of the Year for Corporate Law

JUVE 2021

We will put together an individual team for you, led by experienced corporate lawyers. It will work hand-in-hand with colleagues from other practice areas such as M&A, capital markets and tax to take a holistic approach to issues and provide you with the best results possible. For these purposes, we often draw upon our extensive international network of partner firms, which we have developed over decades. As a result, we have been one of Germany’s leading corporate law firms for many years.

Your Services

  • Reorganisations of corporate groups, including carve-outs, national and cross-border mergers, de-mergers, spin-offs and changes in legal form
  • Capital measures of listed/non-listed companies
  • Repurchasing treasury shares/share buy-back programmes
  • Intragroup agreements and other corporate organisational agreements
  • Strategic response management and takeover defence
  • PIPE and anchor investor transactions
  • (De-)SPAC transactions
  • Joint Ventures
  • Founding and use of SEs (Societas Europaea)
  • Employee co-determination, especially in corporate structures

Further information can be found at M&A and Capital Markets.

  • Corporate governance structures, diversity and inclusion in corporate bodies and executive positions
  • Advising corporate bodies and their members regarding their obligations, including business judgement rule opinions, especially with regard to M&A transactions and in compliance-relevant situations
  • Activism preparedness/activism defense
  • Capital markets, investor and stakeholder communication
  • Post-admission obligations, especially under the EU Market Abuse Regulation (MAR) and the German Securities Trading Act, e.g. insider trading and ad hoc publicity, voting rights notification, managers’ transactions
  • Management remuneration and compensation and incentive schemes for board members and employees
  • Compliance structures and internal compliance investigations, including legal assessments of follow-up issues

Further information can be found at ESG and Compliance & internal investigations.

  • AGMs and other shareholders’ meetings of listed and non-listed companies, particularly in critical situations (such as squeeze-outs, concluding intragroup agreements, capital measures, changes in legal form, compliance-relevant situations and critical situations in family-owned companies)
  • Partners’ meetings of partnerships
  • Advising board members and chairpersons on organising and conducting general and shareholders’ meetings
  • Organising and structuring family-owned companies and their corporate governance
  • Advising entrepreneurial families, especially on generational change and succession matters
  • Acquisition and sale of family-owned companies, IPOs and financing of family-owned companies

Further information can be found at Family-owned businesses and private clients.

  • Corporate litigation, especially following general meetings and shareholders’ meetings (actions to set aside, proceedings for the approval of entry of resolutions in the commercial register or proceedings reviewing payments to minority shareholders following takeovers)
  • Directors’ and officers’ (D&O) liability and insurance
  • Company valuations (by our own Advisory team)

Further information can be found at Corporate & Financial Litigation, Arbitration and Advisory.

Selected projects

  • Allianz Group
    Advising on global reorganisation of Long-Term Incentive Plans (LTIPs) and their financing
  • Bayer
    Advising on the divestment of Bayer’s global digital farming business as a condition for the acquisition of Monsanto
    Advising Luxembourg-based BEFESA S.A., listed on the Frankfurt Stock Exchange, on the acquisition of the US company American Zinc Recycling Corp. and a capital increase to finance the acquisition
    Advising on the agreement with Convergenta to simplify the corporate structure of MediaMarktSaturn, including a capital increase against contribution in kind and the issuance of convertible bonds as well as on shareholder disputes
  • comdirect bank/Commerzbank
    Advising comdirect bank AG comprehensively in the context of the merger announced by Commerzbank AG of the direct bank with Commerzbank by absorption (known as a squeeze-out under the law on corporate conversions) in a virtual general meeting
  • Daimler
    Advising on the investment in the global ride-hailing joint-venture Taxify
  • Deutsche Börse
    Advising the supervisory board in connection with insider trading allegations against the former chairman of the executive board
  • Deutsche Finanzagentur
    Advising the agency representing the German government on the financial markets on a stabilisation package for TUI AG through the federal Economic Stabilisation Fund
  • Deutsche Telekom
    Advising on setting up a joint venture to build and operate four million fibre-optic lines as well as on a joint venture agreement on an investment in fibre infrastructure with EWE AG
  • Generali
    Advising on the reorganisation in connection with the sale of the German life insurance business to Viridium Group
  • HelloFresh
    Advising on a capital increase, the conversion into an SE, the preparation of the IPO and general meetings
    Advising on the reduction of the shareholding in PUMA S.E. by way of a cross-border dividend in kind and on the sale of further PUMA shares by way of an accelerated bookbuilding process
  • KPS Capital Partners
    Advising on the acquisition of the aluminum rolling business of Norsk Hydro in a carve-out transaction
  • Omnicom
    Advising on the creation of the new global “Team X” division and the termination of the Russian business
  • Panasonic
    Advising on the carve-out and sale of the Vossloh-Schwabe Group in a bidding process to the financial investor Fidelium Partners
  • RIB Software
    Advising on the IPO, various capital increases, the takeover bid by French Schneider Electric SE and the subsequent squeeze-out under stock corporation law
  • Rocket Internet
    Ongoing advice on stock corporation and capital markets law, including conversion into an SE, general meetings and several complex reorganisations/conversions within the group
  • Schwarz Group
    Advising on the acquisition of waste management and recycling assets in a carve-out transaction from SUEZ
  • Scout24
    Sale of AutoScout24 in a carve-out transaction to Hellman & Friedman; structuring as well as implementation of new group-wide long-term incentive plan for all executives of the Scout24 Group
  • TAG Immobilien
    Ongoing advice on stock corporation and capital markets law, including general meetings, squeeze-outs and concluding intercompany agreements as well as on several equity and debt issues

A pillar among domestic German firms, with an excellent international outreach... Trusted by international investors and domestic giants alike, the firm boasts an impressive clientele of high-profile international and German companies alike… They are definitely top level. Their skill, knowledge, responsiveness and personality of lawyers are above all others on their level. A very professional firm with exceptional quality.

Law Firm of the Year 2020, Chambers Europe Awards

Absolutely recommended for structuring, designing and implementing complex transactions.

Client in Legal 500, 2021


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