We advise our clients in the founding, legal administration, modernisation and disposal of their business ventures.
Our advice in this area is centred around choosing the correct company form taking into account liability, internal organisation, financing and refinancing, for example via sale of shares. The formulation of a company’s articles of association should enable the history, current status and also possible future shareholder options to be aligned. Examples of our work in this area include binding shares, their recovery in a crisis and the regulation of other competition between those involved.
Commercial life today forces companies to continuously adjust or realign their areas of business. Their legal framework must therefore be able to keep pace with such developments; one must regularly examine whether existing structures are appropriate to meet current demands, whether this be in terms of company succession, disposal, credit management or even a crisis situation.
Acquisitions or sales of companies are undertaken in the form of share and asset deals or according to the Act on the Transformation of Companies (Umwandlungsgesetz). After the object of purchase has been presented and the offers examined, one of the most important elements is the effective protection of the company’s know-how and competitive advantage during the often highly sensitive negotiation process. Company acquisition contracts are complex and the issues which arise are often of an existential nature. The object of the agreement in the case of company acquisition must be structured. It must be prepared and optimised for the sale process; from a purchaser’s point of view such a company has to be thoroughly scrutinised in the due diligence process. Potential pitfalls may exist even simply in exclusivity or confidentiality agreements. There follows the information memorandum, management presentation and the LOI/Term Sheet. We negotiate competently and passionately in your interests until your agreement is firmly in place.
