Corporate Law for Companies

Company Acquisition and Sale

The purchase of company shares (Share Deal) or individual assets (Asset Deal) necessitates meticulous coordination across multiple legal disciplines. Prior to contract negotiations, risks must be identified through due diligence—a legal risk assessment of the target company. These identified risks influence both the price negotiations and the terms outlined in the purchase agreement.

Our team comprises specialized attorneys in corporate law, labor law, commercial law, and data protection. They collaborate interdisciplinarily to ensure that your acquisition or sale is conducted optimally, safeguarding your interests and facilitating a seamless transaction.

Mergers (Joint Ventures)

In addition to the traditional make-or-buy decision (“make”: developing a business area in-house, “buy”: acquiring it on the market), companies have a third option: merging with another company. This is known as a joint venture.

In our increasingly complex economic landscape, there are several compelling reasons to merge businesses. For example, combining various production resources, know-how, or capital. However, especially classic 50/50 joint ventures not only offer opportunities but also carry risks. To prevent disputes at the shareholder or partner level, meticulous and tailored contract drafting is absolutely essential.

Our corporate law experts advise you on your planned business merger and collaborate with you to create customized contracts that align with your specific objectives and circumstances.

Shareholder Disputes

Trust and personal sensitivities play a crucial role in joint business ventures. When disagreements arise among shareholders regarding corporate policies or trust deteriorates for other reasons, it can lead to division within the company.

The ensuing questions—such as "Who leaves?", "Who remains?", and "Who receives what?"—can escalate into prolonged legal disputes. Such disagreements must be addressed and managed from the outset with a long-term strategy.

We collaborate with you to develop and implement this strategy, providing support throughout the entire process to ensure a resolution that upholds your interests and maintains the stability of your business.

Company Formation

A joint company is akin to a business marriage: the collaboration of both parties can often operate without contractual agreements for an extended period. However, at the latest when interests diverge, the value of a "marriage contract" becomes evident—in the form of a company agreement.

We support you in your founding endeavors: for every type of company structure, we assist you in considering your interests and articulating them within the contract. Whether it involves a minority or majority partnership, participation in management, or merely holding an economic stake in the company, we ensure that your specific needs are comprehensively addressed.

Our corporate law attorneys possess extensive experience with such arrangements. They are adept at assessing both the necessity for regulatory provisions and the potential consequences of inadequate agreements, thereby safeguarding your business interests and fostering a solid foundation for your company's future success.

Transactions

We guide your transactions from inception to completion—from the initial considerations and due diligence through contract documentation to closing—and beyond. We maintain comprehensive oversight and organize the entire process on your behalf. Additionally, we manage international transactions in English and, when necessary, engage qualified colleagues from other legal disciplines to ensure seamless execution.

Real Estate Transactions and Financing

As a commercial buyer of a property, you need assurance that your investment is secured. This means there should be no unforeseen capital losses or outflows, such as from faulty rental agreements or illegal construction modifications. Such risks can be identified through a due diligence of the legal circumstances. However, they can also be revealed in the pricing process or in the guarantees and indemnity clauses within the contract.

But not only buyers, but also sellers can protect themselves from potential risks: Through a Vendor Due Diligence, a structured sales process can be prepared. This examination helps, for example, in the preparation of the data room or in resolving legal defects before they affect the buyer's price determination.

We advise and assist you with contract negotiation and drafting in real estate transactions and financing. With our notarial team, we also support you in the acquisition, division, and subsequent sale. We are experts in all forms, such as:

Forward Deals for property developers
Acquisition of large land areas for industrial plants
Division of a multi-family house or large construction sites.

M&A Transactions and Acquisition Financing

The abbreviation "M&A" stands for "Mergers & Acquisitions."

Mergers = Mergers of companies
Acquisitions = Acquisitions of companies

M&A refers specifically to all processes related to the merger or acquisition of companies. We offer you a comprehensive service package: Our experts advise you on the purchase, sale, and merger of companies. We support both your M&A transactions and the due diligence process (an in-depth examination of the company being transferred). Additionally, we are available for all questions regarding acquisition and/or corporate financing. We are also happy to provide support after these processes, always keeping both your legal and economic interests in mind.

Did You Know?

Especially in the case of company sales, there are many different factors to consider. For the entire process, you typically need two service providers: both a law firm and an M&A agency. With us by your side, you have a single point of contact for both. This significantly reduces your effort and also lowers costs. We offer everything from a single source:

Advice on company sales + examination of alternative options, such as investors, partial sales, etc.
Identification of potential buyers + company analysis
Creation of target-specific investment teasers and all necessary informational materials for reaching out to buyers
Sending of documents
Answering inquiries
Review of indicative offers from potential buyers
Setting up the data room for confidential company data
Legal and notarial support throughout the entire process

Network Expansion (Especially Fiber Optics) and Associated Project Financing

We provide the right contact for transactions related to network expansion, particularly in the fiber optics sector: We advise and support telecommunications companies and banks with projects and their financing. Whether you have questions regarding corporate law, telecommunications law, procurement law, or banking law, our attorneys are here to inform and assist you.

Transaction Support for Business Aircraft

Whether it involves the purchase or sale of business aircraft, we provide advisory services to individuals, family offices, banks, and publicly listed companies. Our comprehensive service includes financing advice, execution of such transactions, and negotiation of loan agreements. Additionally, we are closely connected with aircraft brokers and banks. You can learn more about this in our Aviation Industry practice area.

Restructuring

Sometimes, it becomes necessary to alter the corporate structure of a conglomerate. This can be due to various reasons:

Mergers that increase equity capital, such as for restructuring measures
Changing the existing corporate form to adapt to new economic conditions
Streamlining corporate structures to reduce administrative overhead, for example

We advise you and assist you in redesigning your current business processes. In doing so, our corporate law attorneys and notaries work hand in hand with your tax advisors, enabling them to collaborate on tax-related matters on an equal footing.

Venture Capital (Risk Capital)

We advise start-up companies in negotiating equity agreements and financing cycles—from the seed phase to Series A or B funding rounds. Additionally, we support you with alternative financing options. For example, mezzanine capital involves the company obtaining loans from investors instead of, traditionally, securing a bank loan.

We possess extensive experience negotiating with local venture capital providers, such as NBank, as well as other financiers and accelerators. This expertise enables us to swiftly conclude your investment agreements to your advantage.