The most important provisions for the reorganization of companies in Germany are found in the German Transformation Act. The following options are provided for the reorganization of companies:
- Demerger (division, spin-off, outsourcing)
- Change of form
- Merger or fusion
- Asset transfer
Acquisitions and reorganization measures must be well prepared in compliance with applicable transformation law: Frequent issues occur in labor and employment law, as well as tax law. Retaining a German law firm with experience in reorganization law can thus be a tremendous advantage. Doing so will help with project management of a reorganization and ensure that all of the necessary foundations for a successful transaction are laid under corporate law, labor and employment law, as well as tax law.
Together, we will develop a concept for the corporate acquisition or reorganization according to your plans and adhering to the current guidelines of transformation law. Moreover, we take care of all of the individual steps in preparing the transaction. We negotiate the actual implementation with the target company or investors, organize due diligence audits (in particular M&A due diligence audits and IP due diligence audits) as appropriate and ensure the conclusion of the corporate acquisition contract and implementation in the most cost-efficient manner possible.
In connection with the acquisition or the reorganization, we also negotiate with the works council. By involving the works council at an early stage, we ensure that the transaction is not endangered by collective bargaining law participation rights. Where a transfer of undertakings is intended within the meaning of Section 613a German Civil Code, we take care of legal design and implementation.
In the scope of the due diligence process and the drafting of the corporate acquisition contract, you will, of course, benefit from our attorneys' expertise, which in each case is relevant to the individual measure. In addition to expertise in labor and employment law, corporate law and tax law, we can also help you with matters regarding intellectual property, capital market law, antitrust law, and insurance law. In many cases, corporate acquisitions and reorganization measures take place in a cross-border context. Thanks to our active membership in the international Primerus Law Firms Network, we can call upon experienced and reliable peers throughout the world and thus ensure professional supervision of the transaction in accordance with all of the relevant legal systems.
We advise internationally active small and medium-sized companies on corporate acquisitions and reorganization measures of all sizes. Especially in cross-border transactions, we arrange for efficient project management in accordance with applicable reorganization laws as well as our clients' interests. If required, we can involve specialists in other fields (auditors, tax advisors) as well as qualified law firms in other jurisdictions. As one of the few firms specializing in non-profit and foundation law, we are also advising non-profit organizations on all structure-changing measures and would be delighted to help you with our experience.
Attorney Phillipp von Raven and Attorney Thomas Schwab (Certified Specialist for Commercial and Corporate Law) are looking forward to answering all your legal questions regarding the reorganization of German companies. Please do not hesitate to contact us by e-mail (email@example.com) or by phone (+49 (0)69 76 75 77 80).