Dr. Thomas Schnülle-Weingart

Lawyer / Associate Partner
Eschersheimer Landstraße 25-27
60322 Frankfurt am Main

Dr Thomas Schnülle-Weingart advises and represents his clients in stock corporation law, limited liability company law and transformation law in all areas of corporate law and M&A – in particular in complex M&A transactions, joint ventures and venture capital financing rounds. Dr Schnülle-Weingart has wide-ranging experience in national and cross-border transactions, structural measures and corporate disputes. Prior to joining FPS, he worked for several years in Frankfurt am Main and New York City for Freshfields Bruckhaus Deringer in the areas of corporate law and M&A. He is also a lecturer at the Südwestdeutsche Fachakademie der Immobilienwirtschaft e. V. and regularly publishes articles on relevant issues in the areas of corporate law, M&A and venture capital.

  • Expertise
    • Corporate governance and compliance

      FPS advises companies of all sizes on matters relating to their internal constitution, the division of labour between the executive bodies, the drafting of rules of procedure and any other checks and balances that a well-managed company must have. This extends to the rules of corporate governance – taking into account corresponding standards in the home countries of the group’s parent companies where necessary – and to the adherence to conduct obligations prescribed by corporate and public law (compliance).

      Our advisory services include drawing up internal company constitutions, drafting and implementing rules of procedure for the management, executive board, supervisory board or advisory board and implementing the German Corporate Governance Code.

    • Corporate disputes

      Even in matters concerning corporate law, conflicts are not always avoidable. Accordingly, it goes without saying that we are also on hand to assist our clients when disputes arise involving shareholders, the management and members of the executive or supervisory board. The priority here is on out-of-court dispute resolution. If this is unsuccessful, we also represent our clients in mediation, court and arbitration proceedings. Finally, we also specialise in pursuing and defending claims arising from business purchase agreements as well as enforcing non-compete clauses.

    • Foundation and restructuring of companies, transformations

      FPS has profound expertise when it comes to the foundation of companies, regardless of the legal form. We advise on the foundation of new companies as well as the establishment of real estate funds and also provide the necessary legal support.

      It is not uncommon for a developing company to have to adapt its structure. We help our clients to devise and implement such reorganisation measures. In doing so, we find individual solutions that take into account aspects covered by corporate law as well as tax, employment, commercial and antitrust law.
      In addition, we also advise on transformations, including changes of legal form, mergers, spin-offs and company demergers, and help to implement these processes.

    • AGMs / shareholders’ meetings

      FPS advises numerous public limited companies and limited liability companies at their general meetings and shareholders’ meetings. Besides providing notarial support, we also offer legal advice on the organisation and content of the meetings and advise on the company’s overall strategic direction.

    • Mergers / acquisitions

      Successful transactions require careful planning and structuring, both in terms of content and time. Our M&A experts not only perform due diligence and draft the contract, but also handle the subsequent contract negotiations and manage the project in the post-closing phase.

      We advise domestic and foreign companies on both the buyer and seller side on M&A projects, private equity and venture capital transactions, management buy-ins and buyouts and corporate cooperation projects (joint ventures). Here, we draft and negotiate confidentiality and exclusivity agreements (letters of intent) as well as contracts covering company acquisitions and investment agreements.

      In all M&A transactions, we establish a close and trusting working relationship with our clients’ auditors and tax consultants, determine how to optimally structure the transactions for tax purposes and ensure compliance with antitrust requirements.

    • Executive body / management consulting

      Due to the tightening of legislation and case law following the financial crisis, the personal liability of managing directors as well as members of executive and supervisory boards has taken on practical significance. Accordingly, we advise our clients on liability matters involving executive bodies in internal and external relationships as well as in the area of D&O insurance. Our clients benefit from our many years of experience in the field of liability law for the liberal professions and from our trusting working relationships with insurers.

      Our work particularly includes drafting and negotiating executive board and managing director contracts, advising members of supervisory bodies, advising on co-determination issues and representing clients in and out of court in liability matters.

    • Corporate succession

      Succession planning is of crucial importance, especially for medium-sized and family-owned companies. FPS advises domestic and foreign clients on succession arrangements with interdisciplinary teams of lawyers and notaries specialising in corporate, inheritance and tax matters. We solve any such issues in close cooperation with the contact persons at the auditing firm and tax consultancy or other advisors working on behalf of our clients. Together, we devise tailored solutions for our clients when implementing risk prevention measures, drawing up succession arrangements (such as transfers during someone’s lifetime or testamentary arrangements in the event of death, contracts of inheritance, sales scenarios), optimising tax affairs upon succession and executing wills. In addition, we provide representation and mediation in connection with inheritance disputes.

    Language skills

    German English
  • Education
    since 2023Associate Partner at FPS
    since 2021Lawyer at FPS 
    2021Doctorate (Dr. iur.)
    2018–2021Lawyer at Freshfields Bruckhaus Deringer Rechtsanwälte Steuerberater
    2018Admission to practise law in Germany 
    2018Second state law exam
    2016First state law exam
  • Publications
    Johannes R. Jeep Dr. Thomas Schnülle-Weingart
    Gesetz zur Modernisierung des Personengesellschaftsrechts (MoPeG): Die wichtigsten Änderungen für die Praxis
    Betriebs-Berater (BB), 18|2024, , S. 963
    Dr. Thomas Schnülle-Weingart
    Die Gefahr des Rechtsmissbrauchs durch die Bestellung eines Besonderen Vertreters gemäß § 147 AktG: Lösungsansätze de lege lata und de lege ferenda
    JWV Jenaer Wissenschaftliche Verlagsgesellschaft,
    Dr. Thomas Schnülle-Weingart
    Die Reichweite der Stimmverbote gem. § 285 I 2 AktG bei der Kommanditgesellschaft auf Aktien
    NZG - Neue Zeitschrift für Gesellschaftsrecht, , S. 1056 ff.
  • Events

Awards

WirtschaftsWoche Top Lawyer for M&A
2024