Automotive

There is a need for strategic realignment in the automotive industry because of new drive technologies, new market participants from the IT industry and related services, and also because of the ever-changing attitude of consumers towards cars. As a result, the entire industry is called upon to reposition and realign itself.

Our experts use the full-service approach that is typical of our law firm to advise our clients from the automotive industry at all levels of the value chain (car manufacturers, component suppliers, dealers and service providers) with regard to, for example, strategic realignment through corporate measures, the supply chain, research and development (ACES), the production of cars and other vehicles, and distribution. In addition, we represent our clients from the automotive industry in state courts and before all renowned arbitral tribunals.

Our Services in Detail:

Advisory Services in Asia-Pacific

We provide the full spectrum of business and tax law advice to our clients operating in Asia. To ensure the smooth provision of our services, we have teams both in Germany and in Asia. Our services in this area include, without limitation:

  • Formation of companies and market entry (establishing subsidiaries, joint ventures, branch-es and representative offices; setting up distribution structures and production companies)
  • Advising on foreign direct investments and regional project coordination
  • Assisting with cross-border acquisitions (M&A)
  • Advising with regard to joint ventures and other forms of cooperation
  • Advising on matters relating to commercial and distribution law, product liability/product compliance
  • Providing employment law advice and assisting with the secondment of staff
  • Advising on IP/IT law
  • Providing advisory services in the areas of real estate and infrastructure
  • Advising on how to handle complex disputes

 

Antitrust Law/Distribution Cartel Law

The challenges confronting an automotive industry that faces constant pressure to change are closely linked to questions of antitrust law, for example, antitrust issues in connection with the consolidation of relevant markets, the modification of distribution structures as a result of competition policy, but also preventive advice regarding how to avoid criminal prosecution of the persons acting. Our services in this area include, without limitation:

  • Providing antitrust advice within the supply chain (e.g. with regard to so-called quick savings), advising on non-compete agreements and on rules of conduct towards other market participants
  • Distribution cartel law: structuring distribution and licensing systems, advising with regard to self-assessments (individual exemption pursuant to Article 101(3) TFEU); Competition Law 4.0: providing advisory services with regard to platforms, algorithms and the exchange of information in the digital age
  • Advising on the formation and implementation of joint ventures
  • Advising on German and European merger control, coordinating foreign filings (multijurisdictional filings)
  • Advising on the Motor Vehicle Block Exemption Regulation
  • Providing compliance advice, representing clients in administrative fine proceedings and organising training seminars on how to act during “dawn raids” (inter alia, on-site assistance during inspections and searches, advice on leniency applications)

Service Antitrust Law >>

Capital Markets, Banking & Finance

The automotive industry is characterised by high capital expenditure, long product cycles and complex structures. As debt capital is not always readily available, innovative solutions need to be found, also to be able to develop new technologies and enter new markets or to deal with an impending crisis. Our services in this area include, without limitation:

  • Advising on equity and debt financing
  • Advising on how to finance R&D projects
  • Advising on dealer financing and factoring agreements
  • Advising on innovative financing offers
  • Advising on how to finance acquisitions and investments
  • Drafting international master loan agreements between component suppliers and banking syndicates
  • Advising OEMs and tier suppliers with regard to investing in start-up companies and in venture capital (VC)
  • Structuring international cash pools

Service Capital Markets, Banking & Finance >>

Commercial & Distribution Law

The automotive industry is characterised worldwide by complex supply and distribution structures. While this complexity has always existed, it is currently intensified by the continuously rising number of model variants. As this can lead to a higher error rate , in addition to the persisting general risk of insufficient quantities being purchased, appropriately dimensioned tailor-made purchasing, sales and distribution agreements are required, amongst other things, in order for businesses to be able to assess the economic risks. Our services in this area include, without limitation:

  • Supply relationships – drafting all relevant purchasing and sales agreements, including all ancillary agreements, for the automotive industry (master agreements, letters of intent, letters of nomination (project agreements), quality assurance agreements, warranty agreements, PPM agreements, terms and conditions of purchase, sale and service, tool agreements, call-off systems, logistics agreements, etc.)
  • Advising on automated/autonomous driving (liability law, road traffic law, product liability law)
  • Distribution law – structuring distribution systems in Germany and abroad and advising on after-sales systems
  • Shared driving – advising on the drafting of all relevant distribution and user agreements (B2B, B2C); advising on mobile pay services
  • E-mobility – advising on the installation of charge points (e.g. German Apartment Ownership Act (WEG)) and on energy law issues relating to the creation of entire charging infrastructures, amongst other things

Service Commercial & Distribution Law >>

Complex Disputes

Growing complexity within the supply chain and a fluctuating sales market are clear drivers behind the growing number of disputes within the supply chain and also in distribution organisations. Our practice group which specialises in such proceedings takes this into account and combines both industry knowledge and many years of litigation experience. Our services in this area include, without limitation:

  • Advising OEMs and tier suppliers out of court on impending disputes (in particular, providing advice on how to document facts and collect evidence in a manner acceptable in court)
  • Acting as litigators in automotive disputes before national courts of law, as well as representing clients in national and international arbitration proceedings, in particular in the areas of purchases and sales (e.g. with regard to costs resulting from service measures), product liability (e.g. with regard to costs resulting from product recalls), distribution law (changes in the distribution system, terminations, breaches of contract), IT IP (e.g. trademark disputes), corporate and post-M&A matters
  • Advising clients on appealing to German or European courts of law against antitrust fining decisions, antitrust damages, and antitrust disputes resulting from non-compliance
  • Mass litigation

Service Complex Disputes >>

Compliance & Internal Investigation

What rules apply to companies, their management and their staff and how can it be ensured that these rules are complied with? The experts in our Compliance team can advise you on all questions of law relating to good and legally compliant corporate governance. We can provide you with solutions on how to deal with legal requirements: in terms of content, organisation and structure. Our services in this area include, without limitation:

  • Advising on compliance structure and organisation, compliance policies, and organisational instructions
  • Preparing legal opinions as security for executive and supervisory bodies and for the management/compliance opinions
  • Carrying out compliance-related due diligence reviews when members of executive or supervisory bodies take office/upon acquisition of a company
  • Organising training events/seminars (board training, staff training, e-learning programmes)
  • Providing operative services (whistle-blower hotlines, acting as an ombudsperson)
  • Carrying out system reviews (expert opinions, tests, dawn raids)
  • Providing advice and defending against and enforcing claims in the event that members of executive or supervisory bodies are liable

Service Compliance & Internal Investigations >>

Corporate / M&A

The amount of advice rendered to the automotive industry in the areas of corporate law and mergers and acquisitions continues to increase as a result of current changes in the automotive industry. In addition to new market participants – in particular, businesses from the IT industry – which enter the market with new connectivity and mobility services, already existing market participants are required to stand their ground and/or enhance their position in the market or sometimes even reposition themselves entirely. We can help our clients carry out such strategic manoeuvers by advising them on all kinds of corporate transformations and on national and international mergers and acquisitions and joint ventures. Our services in this area include, without limitation:

  • Providing advisory services at a national and international level (also to groups of companies) and assisting with restructurings (carve-outs, bidding processes)
  • Providing buy-side and sell-side advice within the context of national and international mergers and acquisitions
  • Advising on joint ventures with a geographic focus on Europe and Asia
  • Advising OEMs and tier suppliers with regard to investing in start-up companies and in venture capital (VC)
  • Advising on restructurings within the supply chain, carrying out “red flag” due diligence reviews

Service Corporate / M&A >>

Employment Law

In many areas of the automotive industry, employment law issues currently arise from cost pressure and fluctuating quantities. However, irrespective of this, there are also regularly other matters pertaining to individual and collective employment law which need to be dealt with using an entrepreneurial approach. Our services in this area include, without limitation:

  • Advising on employment law issues regarding the organisation of work, for example, agile work, scrum, or crowd work
  • Advising on how to organise working time models more flexibly, in particular, negotiating the appropriate works agreements
  • Advising on measures aimed at reducing and optimising personnel costs, in particular, negotiating collective reorganisation agreements
  • Advising on the introduction of short-time work, negotiating the appropriate works agreements
  • Advising on matters relating to employee invention law
  • Providing advice and drafting or reviewing the required contracts for international secondments

Service Employment Law >>

International Trade Law/Export Control/Investment Control
  • Advising companies on matters pertaining to export control law (embargos, dual-use goods, transfer of know-how, etc.), providing training for managing directors and staff, drafting corporate export control policies
  • Advising foreign acquirers and also sellers on the investment control requirements under the German Foreign Trade and Payments Act (AWG) and the German Foreign Trade and Payments Ordinance (AWV), especially in the context of bidding procedures, and preparing and carrying out certificates of non-objection and approvals by the German Federal Ministry for Economic Affairs and Energy (BMWi), also and in particular in connection with Chinese investors
IP & Copyright Law, IT Law

The focus of our advisory services in the area of IP & Copyright Law is the protection of the trademarks and technologies of our clients from the automotive industry. Two very important measures in this respect which are becoming increasingly more important both between OEMs and their suppliers and between competitors are making a proper distinction between development results and inventions and developing foresighted IP strategies.

In addition, we assist our clients with IT projects and with the use of Artificial Intelligence.

Our services in this area include, without limitation:

  • Developing and implementing IP strategies for technical inventions in the supply chain
  • Drafting and negotiating R&D contracts, patent, know-how and trademark licence agreements, as well as technology transfer, merchandising and sponsoring agreements
  • Enforcing patents and trademarks in Germany and abroad
  • Assisting with the management of (worldwide) trademark portfolios, including developing strategic approaches, for example, analysing patent and trademark portfolios
  • Assisting with the registration, administration and defence of IP rights
  • Fighting product piracy/counterfeiting, including initiating seizures, working closely with customs authorities
  • Advising with regard to IT procurement (software and hardware licence agreements, Software-as-a-Service, Service Level Agreements, escrow and deposit agreements) and IT outsourcing projects (IT and business process outsourcing and project agreements regarding complex IT systems)
  • Connected vehicles: advising on licence agreements, data protection compliance, mobile pay services
  • Advising on data protection issues (e.g. in connection with shared services and the use of user data by other market participants)
  • Providing advice with regard to smart factory networks and advising management bodies on IT security and IT compliance (e.g. compliance with critical infrastructure requirements for the transport and traffic industry)

Service IP & Copyright Law >>

Product Liability/Product Safety/Product Compliance

Product liability cases are costly and legally complex – and, most importantly, can cause long-term damage to a company. To ensure that our clients do not suffer damage if a product liability case occurs, or to reduce such damage to a minimum in the event of a crisis, our specialised lawyers combine all relevant product liability parameters, such as contract law, tort law and the German Product Liability Act, public law (e.g. the German Product Safety Act), as well as dealings with supervisory authorities, but also insurance law and criminal law.

With a view to preventing product liability cases as best as possible, our experts additionally provide advice when new products are launched, help set up quality assurance systems, and assist with the establishment of product recall management systems. Our services in this area include, without limitation:

  • Advising clients on how to carry out product recalls and representing them vis-à-vis supervisory authorities
  • Providing advice before products are put into circulation, in particular, advising on how to  comply with regulatory requirements (product compliance)
  • Developing product recall management systems
  • Reviewing technical documentation
  • Organising in-house seminars on product liability, product safety and on legally compliant structures for supply systems

Service Commercial and Distribution Law, Product Liability/Product Compliance >>

 

Restructuring & Insolvency

There is hardly any other industry where, based on the principle of division of labour, manufacturers and component suppliers cooperate as closely and depend as much on each other as they do in the automotive industry. Without early precautionary measures, a company in crisis may bring the entire supply chain to an inevitable standstill. We use the advantages of our full-service approach to avoid such standstills and advise our clients in times of crisis in a focussed and target-oriented manner until a turnaround has been achieved. In this context, our clients also benefit from our extensive network of banks, M&A advisors and other restructuring advisors. Our services in this area include, without limitation:

  • Providing integrated advice to companies from the automotive industry in an impending crisis (inter alia, advice on corporate law, (re-)financing, supply contracts, the protection of assets (know-how), employment law, and the options available under insolvency law, such as protective proceedings etc.)
  • Advising companies on their own judicial restructuring (insolvency proceedings, protective proceedings)
  • Advising companies in the event of a customer’s or supplier’s insolvency and carrying out the related optimisation of supply contracts, tool agreements (trade agreements)
  • Distressed M&A: advising on the acquisition of companies prior to their insolvency (as part of their restructuring) and on the acquisition of insolvent companies
  • Advising on the introduction of short-time work, negotiating the appropriate works agreements
  • Providing advice and assistance in connection with staff reductions and restructuring measures, in particular, negotiating reconciliation-of-interests agreements and social compensation plans

Key Contact >>

Key Contact

Dr. Steffen Gaber, LL.M. (Sydney)

Partner

T +49 711 9338 19192

Team Automotive

Dr. Marcus Backes
Partner
Hamburg

Axel Braun
Partner
Cologne

Claudia Baur
Counsel
Stuttgart

Dr. Andreas Blunk, MLE
Of Counsel
Hanover

Birgitta von Dresky
Partner
Singapore

Guido Dornieden
Counsel
Cologne

Nicole Fröhlich
Partner
Frankfurt a.M.

Matthias Fickert
Counsel
Stuttgart

Dr. Steffen Gaber, LL.M. (Sydney)
Partner
Stuttgart

Dr. Thomas Halberkamp
Partner
Hanover

Dietmar Heise
Partner
Stuttgart

Jens-Uwe Heuer-James
Partner
Hanover

Dr. Christian Horn, LL.M. (Tulane)
Partner
Berlin

Dr. Thomas Hufnagel
Partner
Singapore

Prof. Dr. Eberhard Kalbfleisch
Partner
Frankfurt a.M.

Dr Andreas Kloyer
Partner
Munich, Great Britain

Dr. Michael Krömker, MBA (Mannheim/Tongji)
Partner
Dusseldorf

Dr. Thomas Kuhnle
Partner
Stuttgart, Great Britain

Sven Kersten
Associate
Berlin

Marcel Küster
Associate
Berlin

Wolfgang Liebau
Counsel
Dusseldorf

Ole-Jochen Melchior
Partner
Essen

Andrea Metz, LL.M. (London)
Partner
Frankfurt a.M.

Dr. Axel Mühl
Partner
Stuttgart

Dr. Eckart Petzold
Partner
Dusseldorf

Dr. Ulrich Philippi
Partner
Stuttgart

Dr. Klaus Schaffner
Partner
Leipzig

Christoph Schauenburg, LL.M. (London)
Partner
Frankfurt a.M.

Dr. Wulff-Axel Schmidt
Partner
Frankfurt a.M.

Dr. Geert Johann Seelig
Partner
Hamburg

Carsten Andreas Senze
Partner
Stuttgart

Volker Steimle
Partner
Cologne

Prof Dr Robert von Steinau-Steinrück
Partner
Berlin

Klaus Thönißen, LL.M. (San Francisco)
Partner
Essen

SHAO Wanlei / 邵万雷 LL.M. (Nanjing/Göttingen)
Partner
China

Anne Caroline Wegner, LL.M. (European University Institute)
Partner
Dusseldorf

Thomas Weidlich, LL.M. (Hull)
Partner
Cologne

Reinhard Willemsen
Partner
Munich, Cologne

Alexander M. Wojtek, LL.M. (Duke)
Partner
Hamburg