Corporate Finance Tax Litigation

Practice Areas

We have experience in the fields of M&A, private equity and venture
 capital, real estate transactions, corporate law and corporate governance, tax law, financing
 and banking law as well as corporate litigation and arbitration. Our partners have handled numerous large and complex transactions and litigation matters within Germany and abroad.

• Mergers & Acquisitions

  Mergers & Acquisitions

  Advice on corporate acquisitions is one of the cornerstones of our practice. We advise industrial clients, financial sponsors and private investors on the preparation, execution and negotiation of national and international acquisitions and joint ventures. Our team combines many years of experience from complex domestic and cross-border transactions. The professional and pragmatic pursuit of the key economic interests of our clients is always in our focus. On international transactions, we coordinate the legal counsel from all jurisdictions involved.

  Key areas of our M&A practice involve the following:

  • Drafting and negotiation of share and asset purchase agreements, investor and joint venture agreements
  • (Vendor) Due Diligence
  • Management and employee participation schemes
  • Advice for management and supervisory board members and advisors in connection with corporate acquisitions
  • Distressed M&A

• Private Equity

  Private Equity

  Renzenbrink & Partner has a strong focus on advising private equity investors, especially on national and international small- and mid-cap transactions. We are well experienced for meeting the specific demands of financial sponsors and provide a one-stop shop for legal and tax advice on the transaction structure, share purchase agreement, investment and shareholders’ agreements, tax structuring and acquisition financing.

  The key areas of our private equity practice involve:

  • Leveraged Buy-Outs and Buy-Ins, including acquisition financing
  • Auction processes (buy and sell side)
  • Management Equity Programmes
  • Recapitalizations

• Venture Capital

  Venture Capital

  In the area of venture capital, we provide comprehensive advice to financial sponsors, strategic and private investors as well as founders on the setting of enterprises, investments, financing rounds and exits.

  Key areas of our venture capital practice involve the following:

  • Financing rounds and capital increases
  • Investment and shareholders’ agreements’
  • Employee Stock Option Schemes

• Corporate Law

  Corporate Law

  We are trusted advisors for companies, shareholders, investors, founders and members of corporate bodies on all corporate and partnership law matters. Our advice covers the entire life span of companies and the specific questions arising in connection with the specific stages – from the formation of the company to changes in the shareholder structure and acquisitions. We combine our know how on corporate law matters with our high expertise in the areas of corporate finance, tax law, litigation and capital markets.

  Key areas of our corporate law practice involve the following:

  • Advice on the choice of the legal form for enterprises, formation of companies, drafting of articles of association and shareholder agreements
  • Advice and preparation of legal memoranda regarding questions of limited liability company and stock corporation law, European companies (SE) and the law of corporate groups
  • Corporate structural transactions (capital increases, domination and profit and loss transfer agreements, squeeze-outs)
  • Reorganizations and transformations in accordance with the German Transformation Act (domestic and cross-border mergers, spin-offs, hive-downs and changes of the corporate form)
  • Management and employee participation schemes
  • Advice for corporate bodies (management and supervisory board), corporate governance matters and the liability of management including representation in court and out-of-court settlements
  • Compliance
  • Company succession

• Capital Market Law

  Capital Market Law

  We have substantial experience in assisting listed companies and their investors. We provide comprehensive advice on questions of capital markets law to our clients, both in the course of transactions and as part of our regular advice.

  Key areas of our capital markets law practice involve the following:

  • notification of voting rights, insider law, ad hoc disclosure and other post-listing obligations
  • securities laws including the drafting of offering and listing prospectuses for equity and debt transactions and support of the listing process
  • Public takeovers
  • Acquisitions and disposals of shares in listed companies (minority stakes and 'anchor investors')
  • Defense against BaFin in administrative fine proceedings
  • Advice for financial investors on the exercise of their participation rights
  • Representation regarding capital investor law suits

• Real Estate Transaction

  Real Estate Transaction

  We advise sellers and purchasers on real estate transactions, specifically on portfolio transactions of various sizes as well as sale and lease back transactions. We have vast experience with both share deal as well as asset deal transactions. In addition, we offer advice on the tax structuring as well as on acquisition financing from one source.

  Key areas of our real estate practice involve the following:

  • Share deals and asset deals, specifically portfolio transactions (residential and commercial)
  • Infrastructure transactions
  • Sale and lease back transactions
  • Tax structuring
  • Acquisition and other real estate financing

• Finance

  Finance

  We provide comprehensive advice in all areas of corporate finance and, additionally, offers advice with respect to specific aspects of regulatory law. We represent lender/investor side as well as borrower side. We are regularly in discussions with market participants regarding market trends and developments. Our focus, in particular, is on the economic interests of our clients. We support our clients in such a way that their economic interests are reflected in the finance documentation. We achieve practice-oriented solutions in close cooperation with our client.

  In particular, we offer advice in the following key areas:

  • Refinancing (including syndicated credit agreements and club-deals to finance working capital) and back-up facilities
  • Acquisition financing
  • Corporate Finance (senior/junior tranches, secured/unsecured facilities, mezzanine-financing, restructuring, issuance of bonds)
  • Project financing
  • Advice regarding investments in connection with the German Capital Investment Act

• Litigation and Arbitration

  Litigation and Arbitration

  We have substantial experience in advising on disputes between shareholders, and also between the company and its shareholders and officers. Our advice covers the representation of our clients in controversial shareholders’ meetings, in proceedings regarding the enforcement of shareholder rights, deficiencies of shareholders’ resolutions and interim legal protection. In arbitration proceedings we act as a party representative or as arbitrator. Further, we develop solutions for amicable settlements.

  Key areas of our litigation practice involve the following:

  • Disputes between shareholders
  • Contracts of employment/personal liability of officers (including D&O Insurance)
  • Proceedings regarding the liability of auditors/tax advisers
  • Post-M&A disputes (including Warranty & Indemnity Insurance)
  • Capital investor law suits
  • Internal investigations

• Private Clients

  Private Clients

  We advise family enterprises, high net worth individuals, family offices and entrepreneurs and offer solutions tailored to these clients' specific needs. This includes legal and tax advice on the structuring asset values and the transfer of assets to following generations. We support our clients in connection with the settlement of estates and advise on foundation law, non-profit law and business financing. Additionally, we represent family enterprises in the course of company acquisitions and sales – also with a specific focus on the concerns regarding succession planning.

  Key areas of our family enterprises / private client practice are the following:

  • Inheritance law and gift tax
  • Optimization of the individual tax situations of private clients
  • Legal and tax advice in connection with existing shareholdings and restructuring of such shareholdings
  • Advice on business financing and refinancing
  • Planning the private asset and company succession
  • Counselling of foundations in different legal and tax related scenarios and non-profit related issues
  • Marriage contracts and divorce settlements
  • Legal advice in connection with the execution of wills
  • Judicial and arbitration proceedings regarding inheritance disputes

• Tax law

  Tax law

  We have extensive experience in advising company and real estate transactions, investments in all kind of assets e.g. renewables, restructuring of companies and tax optimized financing as well as with regard to succession and estate planning. Moreover, we provide assistance in tax audits and represent clients in administrative appeals and before tax courts. Our services are often sought by our clients (companies, entrepreneurs, investors and individuals) in cross-border cases and cases that are particularly complex. We are used to advising in close cooperation with the permanent tax advisors of our clients.

  Our areas of specialization:

  • Tax advice in the context of national and international M&A and P&E transactions (deal structuring, tax due diligence, post M&A structuring)
  • Tax structuring of acquisition, development and sale of real estate (asset deal / share deal / ongoing tax planning)
  • Reorganisation of companies (including cross border mergers)
  • Tax optimized financing / structured finance
  • Reorganisation of companies (including cross border mergers)
  • Domestic and international tax planning
  • Succession planning, in particular with respect to income and inheritance tax
  • Advice during tax audits and tax litigation