For a company to thrive in the long term, it is critically important that all the right issues are addressed at the very outset. If, for instance, the company has more than one shareholder, provisions such as pre-emption rights and “dead lock” clauses should be considered for inclusion in the company’s constitutional documents or in a separate shareholders’ agreement, in order to reduce the likelihood of conflicts in the future. International operating companies increasingly make use of “green field investments” instead of mergers or acquisitions, to avoid uncertainty with regard to existing units.
M&A and Restructuring
We advise on corporate acquisitions, domestic and international, from inception through to due diligence to signing and closing. In the field of restructuring, we draw on our wide experience in the area to advise on “distressed M&A” deals. “Distresssed M&A” deals are very different in character from “healthy M&A” deals, and follow a distinct process, and we are uniquely placed to understand the particular restructuring dynamics of such deals. We regularly handle company restructurings by way of mergers, spin-offs and contributions in kind.
Corporate Finance & Banking
Our core areas of expertise are sales, mergers, acquisitions and restructurings. Whatever the transaction, our focus is on the capital structure (equity / mezzanine / debt capital). Our priority is to help our clients safeguard the ongoing health of the company and to realize the company´s objectives. We handle all kinds of financing, as well as the termination of non-performing loans.
We can handle all the components of real estate deals, from the project planning stage through to conclusion of the transaction, including tenancy and condominium ownership law.
Restructuring & Insolvency
The best way to cope with a crisis is to anticipate it. We have considerable experience in representing companies and creditors in restructurings and insolvencies, and we act as insolvency administrators. Accordingly, we are very familiar with the challenges that arise when a company is in difficulty and we understand the process from every angle. Not only do we guide our clients through the intricacies of the legal framework, but we also draw on our expertise in the field to advise on crisis management and insolvency strategy.
Distribution Structures & Labour Disputes
For suppliers, distributors and agents we advise on the design of distribution systems, we draft the relevant agreements and we handle the enforcement and defence of claims arising out of termination of contracts, in particular compensation claims. In the employment law field, we regularly draft and advise on employment contracts and service agreements, we represent clients in employment dispute proceedings, we advise on employment law matters and restructuring measures and we assist with the negotiation of redundancy programmes.
Regulatory & Public Procurement
We advise on trade law, industrial law, and financial regulation (regulatory provisions for banks, investment firms and investment funds; investor protection and investor compensation). We assist clients on IT-related legal matters, including data protection. In public procurement proceedings we represent public authorities and we advise on the planning and drafting of tender documentation. We also represent contractors in review proceedings.
Dispute Resolution & Litigation
Where disputes cannot be resolved by the mutual agreement of the parties, it is sometimes impossible to avoid going to court. We represent our clients´ interests in court proceedings and before public authorities, as well as in arbitration and out-of-court dispute resolution proceedings.