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.

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.

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.

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.

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.

Mergers and acquisitions are part of any commercial law firm’s standard repertoire. In exceptional situations, however, such as an economic crisis where there is considerable time pressure and many interests, special knowledge and experience are required. By adopting an economic and strategic perspective, we advise sellers and buyers in the context of corporate transactions in a crisis environment – in pre-insolvency share or asset deals, in reorganisation measures by transfer in the context of insolvency proceedings, or by way of an insolvency plan.