Lohmanns Lankes & Partner » Focus Areas

Corporate and M&A

Innovative approach to corporate law advice

LLP Law|Patent provides companies of all sizes – from emerging start-ups to established groups – with a comprehensive range of legal services in the areas of corporate and mergers & acquisitions (M&A). An excellent corporate law structure is the basis for a company that is able to grow and operate successfully in the long term. Our advice provides companies with a solid legal foundation for their ongoing operations and future planning. We work closely with our clients, their tax advisors or tax departments to develop customized solutions that are tailored to the individual needs and objectives of the company and its product or service portfolio. Our innovative consulting approach not only takes into account the current circumstances of our client’s industry, but also addresses important future issues at an early stage. Our expertise helps our clients not only to assert themselves in their markets, but also to be pioneers.         

Support in the phases of company formation and growth

LLP Law|Patent’s clients benefit from expert start-up advice, tailor-made for start-ups as well as for established companies in spin-offs and start-ups within the corporate structure. This includes careful advice on the choice of legal form, which lays the foundation for the future corporate structure and strategy, be it a stock corporation (AG), a limited liability company (GmbH), a general partnership (OHG) or a limited partnership (KG) and variants such as the GmbH & Co. KG. We optimize the contracts for managing directors, board members and supervisory board members and, if required, also carry out a status determination procedure in the area of statutory social insurance. We strengthen the attractiveness of a company and its growth prospects by developing employee participation models (virtual shares, phantom stocks) and provide companies with an external data protection officer and the external officer for a whistleblower system if the relevant thresholds are exceeded. LLP Law|Patent assists its clients in the implementation of capital increases and in the needs-based preparation of internal and external guidelines and documents (e.g. representation guidelines, AI usage guidelines, code of conduct) depending on the respective company size and market requirements. Founders are faced with a number of economic, strategic and legal issues at the beginning of their involvement. They enter into contractual obligations with investors, employees, customers and suppliers. Only with the optimal legal and tax framework can an entrepreneurial project be successfully implemented and risks minimized. LLP Law|Patent offers comprehensive advice in all entrepreneurial matters and accompanies many start-ups through the four phases: from the foundation and development of the company to successful financing, through all the challenges of corporate management and structuring to a possible sale or merger with other companies. In particular, LLP Law|Patent provides support in structuring a company in a way that is optimized and motivated by liability law. Crucial company assets (such as patents and copyrights) must be specifically protected from the risks arising from the operating business, especially in the case of risky international involvement, in order to secure the company’s long-term existence.

“Deal” or “no deal” and the crucial details of transactions

The corporate/M&A specialists at LLP Law|Patent advise on all legal issues relating to mergers and acquisitions and provide legal support for the purchase and sale of parts of companies, whether through share deals or asset deals, as well as for restructurings ranging from transformations and mergers to spin-offs and changes of legal form. When carrying out M&A projects, we support our clients with a comprehensive range of services: strategic planning, the valuation of target companies on the basis of appropriate due diligence, the negotiation of contracts and post-transaction integration. Our aim is to maximize the value and synergies of the transaction while minimizing the risks.

Legal support for company successions

Companies not only want to be established, managed and kept on course for growth. A key component of responsible corporate management is also the planned transfer of the company or a share of the business to subsequent generations. LLP Law|Patent advises clients on the sensitive planning of corporate succession. In addition to the overriding goals of preserving the company for the next generation and securing jobs, our advice on company succession is usually about securing the independence of the company in the long term and ensuring that its management is in suitable hands. The range of succession options indicated in individual cases is wide: they range from succession during lifetime, an inheritance structure, the vehicle of a family company to a management buy-out (MBO).

Support in corporate law disputes

Disagreements between shareholders harbor considerable potential for conflict and, in the worst case, can lead to the insolvency or dissolution of the company. Disputes often arise over risky or uncoordinated management measures. Questions regarding the appropriation of profits or capital measures as well as the rights of minority shareholders are also prone to dispute. Generational conflicts in the course of company succession are a particularly frequent cause of disputes. A shareholder dispute is a minefield for all parties involved, where every mistake can have considerable consequences. LLP Law|Patent helps to avoid strategic mistakes and prevent unnecessary escalation processes. Precisely formulated and well thought-out contracts (articles of association, ancillary agreements, managing director employment contracts, etc.) can make an important contribution to avoiding shareholder disputes. The liability of shareholders and executive bodies as well as advice on recourse liability are further key aspects of our work.