Corporate Law

Corporate-Law Structuring

Structuring companies as matters of corporate law is one of the chief areas of practice of our firm. In this area, legal, tax, and business management issues are all closely interwoven. For this reason, our multidisciplinary approach gives us a critical advantage in developing integrated solutions tailored to each of our clients.

Corporations

We counsel numerous publicly-listed companies on a continuous basis in questions of stock corporation law. We prepare for shareholders’ meetings, advise clients in indemnity settlements for minority shareholders (squeeze-outs), conduct litigation in corporate law issues, draft stock option plans, and explain questions regarding corporate liability. Further, we are represented on numerous supervisory boards.

Corporate Transactions

We accompany our clients in all phases of domestic and cross-border corporate transactions. We undertake

the due diligence examination
the creation, negotiation, and implementation of the purchase agreement (as a share or asset transaction)
the procurement of permits required by authorities (inter alia, concerning an merger control clearance)

This applies to the classic corporate purchase as well as to special forms of transactions, e.g.:

management buy-out
management buy-in
private equity investments

Private Wealth Planning and Business Succession, Trusts and Foundations

Business Succession
Developing a structured planning process is important in questions of business and wealth succession. We give answers to numerous questions: when and how are the parties concerned (i.e., the children) to be included? When are the banks, with their estimates of the succession as either a chance or a risk, to be brought into the process? When is it advisable to have a financial investor receive a share, in order to strengthen the equity in the process? When could it be advantageous to include a third party who could provide for a balancing of interests?

Legal and Tax Optimization
We configure the optimal legal and tax structuring in wealth transfers by means of donative transfers in the classic sense, all forms of planned succession, as well as transfers upon death (wills, inheritance by contract). Upon request, we also serve as executors.

Trusts
We show our clients the particular planning flexibility and limitations of trusts. We structure the articles of a trust, and monitor its establishment in accordance with the surveillance authority.

Capital Market and Banking Law

Publicly listed companies
We advise our clients in IPO's, from the strategic planning to the listing.

We comprehensively advise publicly-listed companies on issues of securities exchange, securities trading, and securities transfer law.

Financing Instruments
Further points of focus of our legal services include the issuance of bonds, convertible bonds, mezzanine financing, and asset-backed securities.

Banking Law
In banking law, we advise banks and financial services providers in regulatory issues, and structure financing agreements as well as loan security contracts.

back to overview