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Corporate / M&A
Our Corporate/M&A team is dedicated to supporting you—whether you’re an entrepreneur, investor, fund, or part of a local or international business. We guide you through every step of your transaction and corporate law needs, spanning virtually all business sectors.
Known for our commitment and responsiveness, we go beyond being legal advisors, delivering insights that align with your unique objectives. From establishing and structuring your business to building strong stakeholder relationships, we focus on what matters most to you.
More than just legal expertise
Our specialist teams of lawyer-linguists can advise on your strategy and business model, as well as related issues.
We deliver a high standard of technical knowledge combined with a pragmatic approach, whilst working with a wide range of clients - from major quoted companies to small business start-ups. This unique combination allows us to build long term relationships, supporting our clients in all their business activities. We will always draw on our local business knowledge and market experience, enabling us to deliver straightforward advice that is best suited to you.
We help our clients to choose the most appropriate way to establish and organize their business as well as their relations with the different stakeholders, with a strong focus on corporate governance. This notably covers the choice of the most appropriate legal form as well as the drafting of shareholders’ agreements, partnership agreements and joint ventures agreements, as well as advising on corporate governance to ensure seamless operations.
Whatever your needs, our expertise covers
Our Corporate Team advises on most aspects of corporate law.
- Investment agreements.
- Shareholders agreements.
- Directors liability
- Bespoke articles of association.
- Business structures and corporate housekeeping.
We assist companies and not-for-profit entities, who are generally part of an international group on their corporate housekeeping.
- Buy-Outs: acting for management and venture capitalists on MBO/MBIs.
- Joint ventures and strategic alliances: domestic and multi-jurisdictional.
- Mergers, acquisitions and disposals: cross-border and domestic
- All aspects of M&A transactions, from (vendor) due diligence to closing and beyond, (if necessary we have capabilities in corporate litigation for post-acquisition disputes).
Our international team scales and collaborates seamlessly to address cross-border challenges, bringing invaluable perspectives to complex transactions.
Let´s talk about corporate housekeeping
We assist companies and not-for-profit entities, who are generally part of an international group on their corporate housekeeping.
- Buy-Outs: acting for management and venture capitalists on MBO/MBIs.
- Joint ventures and strategic alliances: domestic and multi-jurisdictional.
- Mergers, acquisitions and disposals: cross-border and domestic.
- All aspects of M&A transactions, from (vendor) due diligence to closing and beyond, (if necessary we have capabilities in corporate litigation for post-acquisition disputes)
We´ll navigate you trough the process
Our lawyers work together internationally on a regular basis and will team up according to the clients’ needs. When it comes to putting together a cross-border deal, we are able to bring valuable insight to the challenges that arise.
Private M&A – a sample of the progress
- Structuring the transaction
- Transaction management
- Negotiating confidentiality agreements and letters of intent
- Support in auction proceedings and structuring the process
- Performing due diligence exercises on behalf of both vendors and purchasers
- Preparing the relevant transaction contracts and corporate decisions
- Contract negotiations
- Preparation for signing and closing
- Assistance with post-closing activity
- Sale and purchase of distressed assets, distressed debts and distressed companies; purchase from the administrator and realisation of distressed assets
Acquisition finance and security law
We have substantial experience in acquisition capital structures and senior debt structures and more complex arrangements, such as vendor finance and hybrid capital structures (combining senior and mezzanine debt).
On top of that, we assist our clients in relation to the implementation and enforcement of various kinds of securities and provide legal opinions in this respect in the framework of (multijurisdictional) financial operations.
Corporate dispute resolution
We have a considerable amount of experience in handling litigation relating to M&A transactions. Our M&A specialists advise our clients on actions on the grounds of representation and warranties, on price adjustment mechanisms, alleged fraud on the part of the seller, non-competition clauses and more.
We regularly assist clients in disputes between shareholders, including disputes relating to exclusion and withdrawal from the company and the valuation of shares. We have specific expertise with protection of minority shareholders. Finally, we also assist companies, directors and claimants regarding directors’ liability and governance issues.
Restructuring and reorganisation
Our team assists clients in reorganizing their business. Restructuring and reorganisation of domestic and international companies or groups may include spin-offs as well as internal merger and demerger operations, winding-up and liquidation of legal entities and transfer of assets.
Insolvency
Our experts have built up particular expertise in the field of bankruptcy or insolvency law. Some of our lawyers are regularly appointed by the court as trustees in bankruptcies or as administrators in moratoria. Some other lawyers have worked as trustees and administrators in the past and use the expertise they have acquired to advise companies in difficulty.
You can expect expertise from us in areas such as:
- Preparation for bankruptcy;
- Buying parts of a company out of bankruptcy;
- Restarting a company from bankruptcy;
- (Re-)financing of the company;
- (director's) liability (towards creditors, liquidators and tax authorities);
- restructuring;
- recourse claims;
- group liability; and
- Disputes with insolvency administrators.
Through timely intervention and good foresight, it is often possible to avert bankruptcy or suspension of payments or to limit the damage to well-functioning parts of the company. Contact us in good time!
Litigation and alternative dispute resolutions
Although we try to push for an amicable settlement, we have the capacity to assist our clients in bringing cases to the court if we deem it is in the best interest of our clients. We are experienced in complex litigations and arbitration. Also we can be your guide in any alternative dispute resolution procedure or mediation.
Make it a fit for non-profit organizations
National and international non-for-profit organizations advise
Corporate organisation, structuring and restructuring, as well as corporate housekeeping and corporate governance - those are all matters to be adressed in national and international non-for-profit organizations, just like in other companies - perhaps even more precisely though, with regard to special legal regulations. We can assist you. Please contact us.
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