Corporate Law.

From a straightforward GmbH formation to bespoke articles for complex shareholder structures. We draft voting rights, profit allocation, transfer restrictions and governance so that the articles fit the company’s reality.

Voting rights, veto rights, transfer restrictions, tag-along, drag-along and exit rules. We document the relationship between shareholders where articles and statutory law are not enough.

Appointment, removal, service agreement, non-compete obligations and liability issues. We structure the legal framework for management so that it aligns with governance and shareholder structure.

Equity participation for managing directors and senior management, sweet equity, vesting and good / bad leaver rules. We structure participation models that create incentives while protecting the company.

AG and SE structures from formation and corporate governance to shareholder meetings. We advise on articles, management board service agreements, supervisory board matters and capital measures.

Forming holding companies, organising shareholding chains and planning ahead for financings and exits. We structure participations so that they support the business plan and do not block later steps.

Mergers, demergers, changes of legal form and hive-downs under the German Transformation Act. If the existing structure no longer reflects reality, we design the legal restructuring.

Redemption of shares, compensation, exits and separation scenarios. We advise out of court and prepare documentation that makes conflicts as manageable as possible.