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Corporate Law / M&A
Our range of advisory services
From Incorporation to Exit Planning
The correct legal form of a company builds the framework and foundation for business activities. Cross-border business transactions demand international corporate law solutions. Cross-border mergers of companies, international transfers of registered offices, the right choice of domestic or foreign legal form comprising a European corporation, all create scope for design as well as challenges. The Corporate / M&A practice of Luther Luxembourg works with clients during the entire lifecycle of an organization: from its incorporation and ordinary transactional activity to exit planning and implementation.
Clients and markets
- Mid-Sized Privately Held Companies
- Multinational Groups of Listed Companies
- Private Equity
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- General Corporate Law
- Legal Matters for Groups of Affiliated Companies
- Restructuring and Reorganisation
- Commercial Law
- Shareholder and Partner Disputes
- Advising on the choice of legal forms and the incorporation of partnerships and corporations (including SE), European Economic Interest Grouping, trusts, non-profit associations, co-operatives, etc.
- Advising on partnership agreements, shareholders agreements, articles of association, rules of procedure
- Advising executive bodies and their members
- Advising, preparing and supporting shareholders meetings and general meetings
- Advising on the change of shareholders or management, and squeeze-outs
- Ongoing legal advice to companies and shareholders (organization and corporate housekeeping);
- Advising on company terminations and liquidations
- Advising on national and international joint ventures, co-operation and participation agreements, corporate governance
Advising on:
- Company lease and management agreements
- Liability issues within a group
- Allocation agreements, intercompany agreements
- Legal management of investments in subsidiaries and affiliated companies
Advising on:
- National and international group restructuring measures
- National and cross-border reorganisations (mergers, splits, spin-offs, change of legal form)
- Recapitalisations
Advising on and assistance in connection with:
- Franchising, licensing & distribution
- IT, IP & commercial law aspects (M&A transactions)
- Commercial agreements and general terms
Advising on:
- Shareholder and partnership disputes
- Actions for annulment under stock corporation law
- Reviewing shareholder compensation claims
- Redemption procedures
- Cross-border/international transactions (which we supervise transnational from one source, i. e. with one central contact person)
- Management buy-out – management buy-in
- Turnaround and distressed debt investments
- Acquisition financing (equity capital, financing, etc.)
- Private equity and venture capital investments/seed financing, etc.
- Joint ventures
- Creating and optimising legal and tax transaction structures
- Planning the stages of the transaction and agreeing on negotiation strategies – defining and coordinating the economic, legal and tax interests and goals
- Preparing information and documentation for the seller including vendor due diligence or setting up and supervising data rooms
- Preparing and negotiating the documentation and agreements needed for the transaction (confidentiality agreements, letters of intent, data room rules, term sheets, etc.)
- Assisting with and carrying out legal and tax due diligence
- Compiling due diligence reports/processing the information
- Legal opinion (for submission to banks and for use when preparing prospectuses)
- Drafting and negotiating the entire transaction documentation including the appropriate preparation and follow-up
- Advising with regard to transaction financing
Key Contacts
