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Corporate / M&A

Advising on corporate law – the challenges for future-oriented companies

Digital transformation and shifts in world trade require unprecedented flexibility from companies. Our Corporate/M&A practice is focused on helping them meet the challenges of today’s business world through optimal corporate structures and strategically smart transactions. 

From company formation to corporate succession

Corporate law is a core activity at CMS – with more than 180 lawyers across eight locations, we have the largest corporate law team in Germany.

Our Corporate/M&A team assists you in creating structures within your organisation or corporate group that allow you to act with confidence and avoid liability risks.

Our experts on corporate law can advise you and your business from formation through to developing a corporate succession solution. We advise on corporate transactions as well as on mergers and restructurings. For investors, we develop tailored equity models that take account of the subsequent exit strategy. Our lawyers handle the preparations for your shareholder meeting and settle shareholder disputes via proven dispute resolution methods.

Our Corporate/M&A practice includes the following main areas and excellence clusters: 

Tailor-made advice on corporate law with strong partner involvement worldwide

We offer a seamless cross-border service with strong partner involvement. The size and international presence of CMS enable us to provide the right advisors for every matter, whether you need an experienced lawyer with specific industry expertise as your day-to-day contact or a larger team to handle an M&A transaction.

Where complex legal issues are involved, such as when restructuring companies, we bring together experts from corporate law, tax law and other areas to develop a bespoke solution for your business. The same Corporate/M&A partner always remains your point of contact, continues to coordinate the project and is personally responsible for the matter. Personal service and maximum client confidence are thus ensured throughout. 

Comprehensive knowledge, a long track record and in-depth industry expertise are all hallmarks of our service.

"They are extremely responsive, very smart and very pragmatic," […] "of consistent high quality." (client)

Chambers Europe, 2020

"Strong stock corporation law practice, increasingly close ties to DAX companies."

JUVE German Commercial Law Firms 2019 (GCLF)

Germany M&A Legal Adviser of the Year

Mergermarket 2018

"They are extremely responsive, very smart and very pragmatic," […] "of consistent high quality." (client)

Chambers Europe, 2020

"Strong stock corporation law practice, increasingly close ties to DAX companies."

JUVE German Commercial Law Firms 2019 (GCLF)

Germany M&A Legal Adviser of the Year

Mergermarket 2018

Choose an area

Distressed M&A
Distressed M&A
M&A as a core competence. Distressed M&A is a major focus within the CMS M&A practice group. With around 250 lawyers specialising in M&
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Internationale Konzernstrukturen
International Group Structures
Designing cross-border structures. Corporate groups with an international structure need to comply with the laws of multiple countries. Having interna
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Mergers & Acquisitions
Mergers & Acquisitions
Focused on M&A transactions. M&A transactions are the focus of CMS’s corporate law work. With around 180 lawyers, our firm offers M&
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Post Merger Integration (PMI) - Corporate / M&A
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Öffentliche Übernahmen
Public takeovers
Forward-looking planning and successful implementation of your public takeover. The German Securities Acquisition and Takeover Act (WpÜG) sets a
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Aktienrecht
Stock Corporation Law
Comprehensive advice for listed companies. Listed companies are under constant scrutiny. The words and actions of its executive officers can affect th
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Gesellschaftsrechtliche Gestaltung
Structuring under corporate law
Corporate structuring. Good corporate governance requires proper structuring of the entity’s legal framework. The company’s articles of as
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09/06/2023
Update Gesell­schaft­s­recht
In our Update Gesell­schaft­s­recht, we deal with several topics of German corporate law. We discuss corporate structuring, the latest case law and relevant legal disputes relating to German corporate law.
Publication
CMS Corporate Tools (in German)
Nützliche Tools rund um das Gesell­schaft­s­recht

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13/09/2024
Mega investment in the energy sector: CMS advises Vitol backed VPI on investment...
Hamburg, 13.09.2024 – The energy company VPI, which is backed by the largest independent energy trader in the world, Vitol, intends to invest up to 450 million euros in battery projects in Germany over the next three to five years. The company already owns energy plants in the UK and Ireland. The announced project, which is planned as a joint venture with the energy storage company Quantitas Energy, is VPI's first investment in Germany. VPI will hold a majority stake in the joint venture. The investment will be used to develop a battery storage capacity of 500 megawatts over the next three to five years, particularly in north-eastern Germany. Currently, ten projects are planned, most will have a capacity of ca. 60 megawatts.A CMS team headed by Dr Holger Kraft advised VPI on all legal aspects of this joint venture. Dr Kraft's team regularly advises on large transactions in the energy sector. CMS Germany Dr. Holger Kraft, Lead Partner Matthias Sethmann, Principal Counsel Dr. Christoph Löffler, Counsel Dr. Stefan Kühl, Senior Associate, all Corporate/M&A Dr. Christian Scherer, Part­ner Gwen­dolyn Heinzke, Senior Associate, both Public Dr. Hans Fabian Kiderlen, Principal Coun­sel Stephanie Schulz, Legal Coordinator, both Real Estate Dr. Philipp Nonnenmühlen, Counsel, Labor, Employment & Pensions Joel Coché, Associate, Com­mer­cial Shaghayegh Smousavi, Partner, Energy Law CMS Norway Dag Thomas Hansson, Partner Ida Johanne Bohmann, Senior LawyerPress Con­tact presse@cms-hs. com
Deals
12/09/2024
Back in Gear: CMS European M&A Outlook 2025
European M&A activity shows signs of recovery Nearly two-thirds of survey respondents expect European M&A to increase over the next 12 months, either somewhat (45%) or significantly (20%), a major reversal from last year’s study when only 3% forecast a significant increase. Deal value in H1 2024 was €439 billion compared to €334 billion in H1 2023, representing a 31% year-on-year increase. Deal volume in H1 2024 was 7,868 compared to 8,579 deals in H1 2023, representing an 8% drop. Valuation gaps between buyers and sellers (24%) were identified as the single biggest obstacle to European dealmaking in the next 12 months, followed by inflation and interest rates (18%). Respondents are split about the UK & Ireland’s M&A prospects for the year ahead, with 32%, the largest share, placing it in the top spot for anticipated M&A growth, but 31% saying it will see lowest growth.55% expect to see increased appetite among Middle Eastern buyers for European assets. Nearly all respondents (90%) describe a target company’s diversity factor as an important consideration, including 29% who say it is crucial.  
Press releases
12/09/2024
Back in Gear: CMS European M&A Outlook 2025
We are pleased to share with you the 2025 edition of the European M&A Outlook, published by CMS in association with Mergermarket.
Publication
10/09/2024
CMS advises digital start-up Qualifyze on Series B financing round worth...
Frankfurt/Main, 10.09.2024 – Frankfurt-based digital start-up Qualifyze, a provider of audit and compliance solutions for B2B customers, has completed a Series B round of financing worth USD 54 million. US investor Insight Partners joined the financing round for the first time. Existing investors HV Capital, HarbourVest, H14 and Cherry Ventures also took part in the round. Qualifyze plans to use this fresh funding to expand its operations into the US market, among other objectives.A CMS team headed by lead partner Dr Florian Plagemann advised Qualifyze on all legal aspects of the financing round. The start-up relies on the expertise of CMS on a regular basis. Qualifyze was a member of equIP, CMS’s own start-up support programme, from which the company has now successfully emerged. The aim of the CMS equIP programme is to support start-ups and young innovative companies in the digital and tech industry. To achieve this, CMS provides firms with comprehensive legal advice while engaging with their entrepreneurial objectives. The Frankfurt-based CMS team regularly advises start-ups and investors on financing rounds. CMS Germany Dr Florian Plagemann, Lead Partner Dr Tobias Kilian, Of Counsel Dr Maximilian Eitelbuß, Senior Associate Carmen Hübner, Senior Associate Luca Eckrich, Associate, all Corporate/M&A Dr Martin Friedberg, Partner, TaxPress Con­tact presse@cms-hs. com
Deals
05/09/2024
CMS advises RECOM Group on acquisition of majority stake in Leco
Frankfurt/Main, 05.09.2024 – The German-Austrian RECOM Group has acquired a majority holding in Austrian firm Leco GmbH. RECOM is a global provider of innovative power supply solutions for a broad range of industrial applications, including mobility, medical technology, tele­com­mu­nic­a­tions and renewable energy. The RECOM product range covers standard and customised DC/DC and AC/DC converters in every power class, from sub-1W to 100kW. Leco specialises in developing, designing and manufacturing cus­tom­er-spe­cif­ic power supply products primarily for industrial automation. The acquisition will enable Leco’s custom technology to be extended to include standard products. This rounds off RECOM’s industrial and automation portfolio, representing a further strategic step in cementing the company’s position as a global and functionally diversified market leader in power supply products. CMS partner Dr Peter Polke once again advised the RECOM Group on all legal aspects of this transaction. Together with its general counsel, Dr Thomas Lazarus, the group has relied on the expertise of teams headed by CMS partner Polke for many years. CMS Germany Dr Peter Polke, Lead Partner, Corporate/M&A RECOM Dr Thomas Lazarus, General CounselPress Con­tact presse@cms-hs. com
Deals
05/09/2024
CMS advises Bechtle on acquisition of IT services provider s.i.g.
Stuttgart, 05.09.2024 – Bechtle AG has acquired s.i.g. System Informations Gesellschaft mbH, which is based in Neu-Ulm and also has two other locations in Erfurt and Jena. The deal enables Bechtle to strengthen its market position in the economic region around Ulm. It also adds industrial IT to the firm’s product portfolio, i.e. contract manufacturing of IT infrastructure and networks in production environments. The acquisition is part of Bechtle’s growth strategy in the administrative district of Swabia. The transaction is currently awaiting approval from the competition authorities.A CMS team headed by lead partner Dr Tobias Schneider advised Bechtle AG on all legal aspects of the deal. Bechtle is a longstanding CMS client and is regularly advised by CMS on M&A projects. Bechtle AG is one of Europe’s leading IT system integrator businesses and IT e-commerce companies. IT services provider s.i.g. was established in 1997 and generated sales of EUR 25.4 million in the last financial year. The company currently employs some 50 people. CMS Germany Dr Tobias Schneider, Lead Partner Dr Maximilian Eitelbuß, Senior Associate, Co-Lead, both Corporate/M&A Dr Harald Kahlenberg, Partner, Com­pet­i­tion/Mer­ger Control Dr Martin Mohr, Partner Jörg Schrade, Partner, both Tax Carla Kaeber, Associate, Banking & FinancePress Con­tact presse@cms-hs. com
Deals
03/09/2024
CMS advises NSK Europe on the sale of Neuweg Fertigung
Stuttgart, 03.09.2024 - The NSK Group has sold its long-standing German subsidiary, Neuweg Fertigung GmbH, based in Munderkingen (Baden-Württem­berg), to the British investor Stephen Lord. Subject of this carve-out transaction was also the establishment of future service relationships between the NSK Group and Neuweg Fertigung GmbH, which will operate independently in the future.A CMS team headed by lead partner Dr Claus-Peter Fabian advised NSK Europe Ltd. on all legal aspects of this transaction. NSK is a specialised network of companies focusing on the manufacture of rolling bearings, linear motion components and control technologies. It is part of the globally operating NSK Ltd. in Japan and has its European headquarters in Maidenhead, Berkshire (UK). NSK supplies industries such as automotive, mechanical engineering, aerospace and medical technology. Neuweg Fertigung GmbH was founded in 1954 and acquired by the NSK Group in 1990. It specialises in the flexible production of rolling bearings in small quantities for the agricultural machinery and mechanical engineering industries. CMS Germany Dr Claus-Peter Fabian, Lead Partner Julia Fünfgeld, Senior Associate, both Corporate/M&A Lisa Mattmann, Senior Legal Specialist, Smart Operations Dr Martin Mohr, Partner, Tax Dirk Loycke, Partner Almuth Balsliemke, Senior Associate Anna Jeanine Uhrig, Senior Associate, all Com­mer­cial   Press Con­tact presse@cms-hs. com
Deals
02/09/2024
CMS advises ABB on the acquisition of the Födisch Group
Stuttgart, 02.09.2024 – The international technology company ABB, headquartered in Zurich, Switzerland, has entered into a purchase agreement to acquire the Födisch Group, a leading developer of innovative measurement and analysis systems for the energy and industrial sector. By acquiring the Födisch group, ABB is expanding its range of continuous emission monitoring systems (CEMS) and is therefore able to offer its customers advanced solutions for the most demanding measurement tasks. In addition to the 3,000 square meters production facility in Markranstädt, Germany, where the Holding Company of the Födisch Group, Dr. Födisch Um­welt­mess­tech­nik AG, is headquartered, the Group operates further facilities in Germany, the Netherlands and China. In 2023, the Födisch Group generated about EUR 50 million in revenue with approximately 250 employees. The closing of the transaction is expected to happen before the end of the year and is subject to antitrust approval. An international CMS team headed by Lead Partner Dr. Kai Wallisch provided ABB with comprehensive legal advice throughout the process of this acquisition. ABB is a technology leader and has been enabling a more sustainable and re­source-ef­fi­cient future in the fields of electrification and automation for over 140 years. The company combines engineering expertise with software to optimize how things are manufactured, moved, powered, and operated. More than 105,000 ABB employees are driving innovations and future-oriented solutions for customers all over the world that accelerate industrial transformation. CMS Germany (Deal Team) Dr. Kai Wallisch, Lead Partner Dr. Christian Zielonka, Principal Counsel Militsa Decheva Petrova, Senior As­so­ci­ate Kath­rin Dengel, As­so­ci­ate Al­ex­an­der Seitz, Associate, all Corporate/M&APress Con­tact presse@cms-hs. com
Deals
30/08/2024
CMS advises on reorganisation of consumer credit business in Sparkassen...
30.08.2024 - The Deutsche Leasing Group and Berliner Sparkasse are expanding the shareholder structure of their S-Kreditpartner (SKP) joint venture and thereby reorganising the consumer credit business within the Sparkassen savings banks association. The company formed for this purpose, Spar­kassen-Ver­bundgesell­schaft (SKP-VG), will be admitted as the third shareholder by the end of 2024. After the transaction has completed, Deutsche Leasing and Berliner Sparkasse will each hold 40% of SKP, with SKP-VG holding the remaining 20%. The aim of the reorganisation is to bolster SKP’s business model as a specialist for car loans and consumer credit. At the start of August 2024, the Deutsche Leasing Group took over wholesale financing for recreational vehicles from SKP, an operation which is worth a total of around EUR 650 million. This will enable SKP to continue focusing on its core business with private customers, while Deutsche Leasing is strengthening its expertise in inventory financing.A CMS team headed by Prof. Björn Gaul and Dr Dirk Jannott advised the Deutsche Leasing Group on all aspects of the deal. This included both the transfer of the wholesale financing business through a complex carve-out of the associated part of the organisation and the increase in Deutsche Leasing Group’s stake in SKP by way of a share deal. CMS Germany Prof. Björn Gaul, Lead Partner, Employment Dr Dirk Jannott, Lead Partner, Corporate Thomas Gerdel, Partner, Tax Dr Andreas Hofelich, Partner, Occupational Pensions Dr Rolf Hempel, Partner, Antitrust Dr Martin Friedberg, Partner, Tax Artur Baron, Counsel, Corporate Martin Michael Breuer, Counsel, Employment Dr Mario Brungs, Counsel, Occupational Pensions Till Komma, Counsel, Bank Reg­u­la­tion Mor­itz Gerstmayr, Counsel, Bank Reg­u­la­tion Mar­tin Cholewa, Counsel, An­ti­trust Flori­an Mantel, Associate, Bank Reg­u­la­tion An­nalena Drabas, Associate, TaxPress Con­tact presse@cms-hs. com
Deals
26/08/2024
CMS advises packaging specialist Syntegon on sale of its food liquid division...
Stuttgart, 26.08.2024 – The Syntegon Group has sold its food liquid division to the DUBAG Group, a German private equity investor based in Munich. The deal comprises the German and US subsidiaries Ampack GmbH and Osgood Industries LLC. Syntegon, a portfolio company held by CVC Capital Partners, is a global provider of processing and packaging technologies as well as being a strategic partner in this field.A CMS team headed by lead partner Dr Claus-Peter Fabian advised Syntegon on all legal aspects of the transaction. The Syntegon Group is headquartered in Waiblingen (Baden-Württem­berg). It is a global provider of state-of-the-art horizontal and vertical processing and packaging technologies in the pharmaceutical and food industries. Syntegon also offers an extensive portfolio of medical device assembly and packaging solutions. In all industry sectors, Syntegon provides a wide range of sustainable services at every stage of the machinery’s life cycle. With more than 1,100 machines installed worldwide, Ampack GmbH and Osgood Industries LLC supply the international dairy and delicatessen industry with machinery, equipment and services for the very latest filling and sealing solutions. They offer innovative solutions across all hygiene levels – clean, ultra-clean and aseptic. CMS Germany Dr Claus-Peter Fabian, Lead Partner Julia Fünfgeld, Senior Associate, both Corporate/M&A Lisa Mattmann, Senior Legal Specialist, SMOP Dr Martin Mohr, Partner, Tax Dr Stefan Voß, Partner Tamara Bux, Associate, both Real Estate & Public Dr Alexandra Schluck-Amend, Partner Manuel Nann, Senior Associate, both Restructuring and Insolvency Dirk Loycke, Partner Anna Jeanine Uhrig, Senior Associate, both Commercial Reinhart Boerner Van Deuren s.c. Adam R. Kon­rad Chris­toph­er HruskaPress Con­tact presse@cms-hs. com  
Deals
20/08/2024
CMS advises Clama Holding GmbH on sale of Hürner Luft- und Umwelttechnik...
Stuttgart – Munich-based private equity firm VTC GmbH & Co. KG has acquired a majority stake in Hürner Luft- und Umwelttechnik GmbH. Headquartered in Mücke-Atzenhain (Hesse), Hürner is a leading manufacturer of plastic fans and a provider of air supply and exhaust systems together with related equipment, with a focus on the industrial process air segment. Clama Holding is retaining a shareholding in Hürner Luft- und Umwelttechnik. By entering into this partnership, Clama Holding and VTC are aiming to drive forward further expansion of Hürner Luft- und Umwelttechnik GmbH. Details of the transaction were not disclosed.A CMS team headed by Dr Claus-Peter Fabian advised Clama Holding GmbH and its management on all legal aspects. CMS Germany Dr Claus-Peter Fabian, Lead Part­ner Kath­ar­ina Ivic, Senior As­so­ci­ate Ver­o­nique Ulmann, Associate, all Corporate/M&A Dr Martin Mohr, Partner, Tax Dr Christian Haellmigk, Partner Malena Hansen, Senior Associate, both Antitrust, Competition & Trade Dr Michael Rein, Principal Counsel, Labor, Employment & Pensions Lukas Potstada, Counsel Tamara Bux, Associate, both Real Estate & PublicPress Con­tact presse@cms-hs. com
Deals
09/08/2024
Hybrid solar park in Hesse: CMS advises regional energy supplier GGEW on...
Stuttgart, 09.08.2024 – GGEW AG, a regional provider of energy, tele­com­mu­nic­a­tions, mobility and infrastructure based in Bensheim, South Hesse, has successfully acquired Innovationspark, a hybrid solar park in Wald-Michelbach which is the result of a joint project with developer ABO Energy. In addition to generating energy, the site is able to store the electricity as needed in its own large-scale storage facilities. This makes the park among the innovation projects eligible for support under Germany’s Renewable Energy Act (Erneuerbare-En­er­gi­en-Ge­setz, EEG). It is one of the first plants of this type in Hesse and the largest electricity storage facility in the region. The acquisition of Innovationspark adds a further ground-mounted photovoltaic power station with a capacity of 4.68 megawatts to the existing 40+ photovoltaic plants operated by GGEW. The company’s total output from its green power generation facilities is around 125 megawatts.A CMS team headed by lead partner Dr Carolin Armbruster advised GGEW on all legal aspects of the deal, both prior to acquisition in the due diligence phase and during the contract negotiations on the acquisition of GGEW’s first hybrid solar park. CMS Germany Dr Carolin Armbruster, Partner, Lead Dr Jochen Lamb, Partner Martina Meier-Grom, Counsel Birgit Schlemmer, Counsel Dr Miriam Bach, Senior Associate, all Corporate/M&A  Dorothée Janzen, Part­ner Ana­stas­ia Shelestova, Senior Associate, both Commercial Dr Ursula Steinkemper, Partner Dr Stefan Voß, Partner Lukas Potstada, Counsel Tamara Bux, Associate, all Real Estate & Public Dr Martin Mohr, Partner, TaxPress Con­tact presse@cms-hs. com
Deals
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