The practice team advises on all matters of corporate law, mergers and acquisitions. We help clients who plan to create a company to choose a legal form of organization, determine the competence of management, and in case of a joint venture – to identify the rights and obligations of shareholders.

We provide full support for transactions on the acquisition and sale of companies, as well as advise on all corporate governance issues – from the appointment and dismissal of top management to the approval of decisions made at the shareholders' meeting.

Key expertise of the practice:

Setting up a company

  • Representative office or LLC/ Public Limited company
  • 100% subsidiary or joint venture
  • The process of incorporation
  • Charter Capital
  • Funding
  • Taxation
  • Management of the company / allocation of competences
  • Basic knowledge of labour law
  • Registered office of the company
  • Accountancy

Corporate Governance

  • Development of and amendments to the corporate charter and Articles of Association
  • Registrations, e.g. in the event of shareholder changes, Ultimate beneficiary owner
  • Preparation and holding of shareholders' meetings
  • Representation at shareholders' meetings
  • Appointment / dismissal of directors (managing directors)
  • Design of representation regulations
  • Employment contracts with management personnel
  • Termination of employment contracts
  • Reorganisation or liquidation of companies
  • Advice on compliance issues

Company acquisition

  • Background research on the seller
  • Preparation and execution of due diligence
  • Advice on tax aspects
  • Advice on handling share purchases with or without a trust account
  • Advice on the appropriate holding acquisition structure
  • Financial issues
  • Tax issues
  • Obtaining permits for the deal from the state bodies
  • Advice on fulfilment of preconditions and closing the deal
  • Advice on fulfilment of conditions upon closing of the deal

KEY TEAM

Illya Tkachuk

Senior Partner

Dr. Julian Ries

Senior partner, Germany