Find Lawyers in Stuttgart, Germany for Mergers and Acquisitions Law
Sven Hoffmann works in the Stuttgart office at HEUSSEN. His main area of expertise is company law. He advises clients on questions regarding the foundation of companies, restructurings, asset deals (M&A), corporate finance and shareholder disputes. A further emphasis of Sven Hoffmann is the representation of clients in legal disputes relating to commercial and company law. Additionally, he is assistant lecturer for commercial and company law at the Cooperative State University Baden-W&uum...
Gerhard’s practice focuses on corporate and M&A. He has an outstanding track record advising international clients in all aspects of cross-border M&A projects. Furthermore Gerhard also participates regularly in international arbitration proceedings as both an arbitrator and a counsel in 135 actual cases. After training as a bank clerk he studied at the Universities of Hamburg, Geneva/Switzerland, Tübingen and Harvard Law School (LL.M. 1981) (Honorary Phi Delta Phi). Gerhard...
Andreas is a renowned corporate lawyer who leads Gowling WLG's Corporate/M&A practice in Germany. He can draw upon more than 25 years of experience in negotiating major and complex cross-border projects. Among his - very international - clients, there are leading multinationals, public authorities, private equity firms and private equity owned businesses. Andreas brings with him expertise in reorganisations and compliance investigations and has worked in-house. Andreas is highly recognize...
Mergers and Acquisitions Law Definition
In Germany, Mergers and Acquisitions are governed by contract law and corporate law. In addition, different types of transactions are subject to a number of regulatory requirements. Regarding listed stock corporations, the Securities Acquisition and Takeover Act implementing the EU Takeover Directive, the Stock Exchange Act, and the Offering Prospectus Act impose additional requirements. Further, transactions meeting certain thresholds require clearance by the German competition authorities. Moreover, restrictions under the Foreign Trade and Payments Act may also apply.
Many transactions in Mergers and Acquisitions must be notarised by notaries public. This is true for asset deals involving the transfer of real estate, reorganisation procedures under the Transformation Act, and the acquisition of shares in limited liability companies (Gesellschaften mit beschränkter Haftung, “GmbHs”). Notaries public are also responsible for transmitting the updated list of shareholders to the commercial register after a transaction, a necessary prerequisite for acquisition of shareholder status. Given that GmbHs are very common in Germany, notaries public play a significant role in Mergers and Acquisitions.
Lawyers are involved in the entire transaction process. First, they generally assist in drafting a confidentiality agreement and a letter of intent. What follows is a due diligence process by which lawyers analyse whether the acquisition entails any significant legal risks. In the next phase, lawyers are responsible for drafting share or asset purchase agreements, taking into account any risks identified in the due diligence exercise. They also liaise with the notaries public, take part in negotiations, supervise closing and post-closing, and are responsible for other implementation work. Beyond that, lawyers advise board members and management on legal obligations and shareholder relations in connection with the transaction.
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