Expertises

Business law / Corporate law / Mergers and acquisitions

Our
services

Our
Department

Drawing on their extensive legal experience, the partners in our department work as corporate law and merger/acquisition consultants to directors of large or small companies.

Our clients include listed companies and SMEs as well as start-ups.

 

Our
expertise

In mergers
and acquisitions

  • Pre-takeover legal and tax audits (data room);
  • Investment authorizations (non-EU companies);
  • Merger/acquisition and sale of companies, businesses or customer lists;
  • Negotiating and drafting purchase/sale agreements (SPA);
  • Negotiating and drafting asset and liability warranties;
  • Shareholders’ agreements and management agreements;
  • Company structuring/restructuring by a founder or acquirer;
  • Intercompany loans.

In company
closedowns

  • Amicable resolution of company closedowns: special mediation, conciliation proceedings approved by the commercial court, voluntary liquidation;
  • Safeguard proceedings, administration or compulsory liquidation;
  • Assistance and representation before the commercial courts.

In corporate legal assistance

  • creation of companies, businesses, partnerships, practices, holdings, EEIGs, associations, foundations;
  • Regulatory management (legal secretary services for executive committees, boards of directors, supervisory committees and general meetings);
  • Changes to articles of association, such as transformations, spinoffs, asset or business line transfers, capital operations, including market operations;
  • Related formalities (tax office, centre for business formalities, commercial court registry, etc.);
  • Company/group saving schemes, employee stock options, free shares, etc;
  • Optimized business succession.

Our recent
cases

In mergers and acquisitions

  • Acquisition audits, and drafting agreements to buy/sell majority interests in the housebuilding, holiday home and metallurgy industries;
  • Drafting agreements on company mergers and global asset and liability transfers in the precision engineering industry;
  • Takeover of hotel businesses and designer boutiques;
  • Inventor partnership spinoffs.

In company closedowns

  • Assisting/representing receivers in their provisional administration and special mediation duties for companies in receivership in the home appliance, toy and real estate industries;
  • Assisting declarations of insolvency, triggering insolvency proceedings, negotiating continuation or disposal plans.

In corporate law

  • Creation of partnerships, commercial companies and associations;
  • Approving annual accounts;
  • Creating preferred shares, stock subscription warrants, stock subscription options and other securities giving access to capital;
  • Drafting reports and overseeing capital increases via business assets, receivables and in-kind contributions;
  • Capital reductions not motivated by losses.

Your
contacts

Freddy DRESSEN
Beatriz de SILVA
Roland POIRIER