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Portrait ofCarola Kürten

Carola Kürten

Senior Associate
Rechtsanwältin

CMS Hasche Sigle
Kranhaus 1
Im Zollhafen 18
50678 Cologne
Germany
Languages German, English, French

Carola Kürten advises listed and non-listed companies on all aspects of corporate law with a focus on stock corporation law, limited liability com-pany law and group law. She assists in the preparation and running of general meetings and shareholders' meetings and advises management boards, managing directors and supervisory boards on corporate gov-ernance issues, corporate compliance and directors' liability.

As a certified CSR manager, she also advises companies, regardless of their legal form, on all aspects of corporate sustainability, on their obliga-tions with regard to ESG and corporate responsibility, as well as on sus-tainability transformation processes and the implementation of ESG-related measures.

She regularly conducts supervisory board trainings, especially on the topics of corporate governance and ESG/sustainability.

In addition, Carola advises German as well as international companies and corporate groups on domestic and cross-border transactions and group-wide restructurings.

Carola joined CMS in 2020 from Linklaters LLP where she had started her legal career in 2018.

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Relevant experience

  • S-DAX listed company | Ongoing advice on stock corporation and capital market law
  • Listed company | Ongoing advice on stock corporation law
  • UK-based international listed company | Corporate housekeeping and ongoing advice on corporate law
  • Company in the insurance sector | Ongoing advice on corporate law
  • Medium-sized company in the industrial sector | Advice on corporate law, including review and adaptation of corporate governance structures
  • Internationally operating company in the perfumery sector | Advice on corporate law, including review and adaptation of corporate governance structures
  • Community Life | Advice of the shareholders of Community Life (insurtech company) on the sale of a majority stake to HDI Lebensversicherung
  • Leading group for professional lighting solutions | Advice on the acquisition of a company
  • Medium-sized company in the industrial sector | Advice on a measure under the German Reorganisation Act (Umwandlungsgesetz)
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Memberships & Roles

  • German-French Lawyers‘ Association
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Publications

  • "Nachhaltigkeit – Ein Thema von rasant wachsender Bedeutung, auch für den Profifußball", Sportrecht und E-Sportrecht in der Praxis (SpoPrax) 2022, 433
  • Die Willensbildung in der Aktiengesellschaft außerhalb der Hauptversammlung; Keine gesonderte Beteiligung der HV im Rahmen des Merger of Equals notwendig – zugleich Bespr. OLG München Urt. v. 14.10.2020 – 7 U 448/19, Neue Zeitschrift für Gesellschaftsrecht (NZG) 2021, 1150 (Heft 26/2021), 1. September 2021, Mitautorenschaft: Dr. Dirk Schmidbauer
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Lectures list

  • "The new DCGK 2022 - what are the concrete changes for ESG compliance?"(with Dr. Petra Schaffner), Management Circle Expert Conference, 13 June 2023 in Frankfurt/Main
  • "Notification Processes and Shareholder Identification according to ARUG II" (with Dominik von Zehmen), DPAii / Bundesanzeiger Verlag, 10 and 17 March 2022, webinars
  • "Update on Innovations for the 2022 Annual General Meeting Season" (with Maximilian Schneider and Dominik von Zehmen), 19 January 2022, webinar
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Education

  • 2018: French bar examination (Équivalence du certificat d’aptitude à la profession d’avocat (CAPA)), Haute École des Avocats Conseils de Versailles, France
  • 2018: Second state examination in law, Duesseldorf, Germany
  • 2016 - 2018: Trainee lawyer, Duesseldorf Higher Regional Court, Germany (including practical legal training at Allens, Sydney, Australia)
  • 2015: First state examination in law, Duesseldorf, Germany
  • 2014 - 2015: MBA and Master 2 (Droit des Affaires et Management-Gestion), University Panthéon-Assas Paris II, France
  • 2008 - 2015: Law studies (including integrated German and French law studies), University of Duesseldorf, Germany / University of Cergy-Pontoise, France
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Feed

25/01/2024
CMS advises management board of Telefónica Deutschland Holding AG on voluntary...
Ham­burg/Stut­tgart – Spanish tele­com­mu­nic­a­tions group Telefónica S.A. intends to fully acquire its German subsidiary, which operates under the brand name O2. To do this, the parent company made an offer to the shareholders of listed company Telefónica Deutschland Holding AG to acquire their approximately 551 million shares, representing around 18.52% of the share capital. The offer was made on 5 December 2023 through its wholly-owned subsidiary Telefónica Local Services GmbH. The acceptance period for the offer ended on 17 January 2024. The offer price per share was EUR 2.35 in cash, making the acquisition offer worth around EUR 1.3 billion. The offer was accepted by a total of some 234 million shares within the acceptance period. When the time limit expired, Telefónica S.A. had a total direct or indirect holding of around 93.1% in Telefónica Deutschland Holding AG.A CMS team headed by Dr Henrik Drinkuth and Dr Karsten Heider advised the management board of Telefónica Deutschland Holding AG on all legal aspects of the acquisition offer. Telefónica Deutschland has relied on the expertise of CMS for many years, with a recent example being the advice provided on a fibre optic joint venture with Telefónica Infra and Allianz. CMS Germany Dr Henrik Drinkuth, Partner Dr Karsten Heider, Partner, both Lead Dominik von Zehmen, Counsel Carola Kürten, Senior Associate, all Corporate/M&APress Con­tact presse@cms-hs. com
05/10/2023
ESG-An­for­der­ungen für Unternehmen
The importance of ESG-compliant action for companies should not be underestimated. Many customers, investors, business partners and frequently also company management itself attach great importance to operating responsibly and ecologically. In our new "Update Corporate Law" podcast, Dr Daniel Otte and Carola Kürten talk about the increasing importance and diverse nature of E, S and G in a corporate context, as well as other relevant aspects. Topics covered include ESG reporting obligations, particularly the changes that the Corporate Sustainability Reporting Directive (CSRD) brings for companies. Have a listen.
10/01/2023
Women on Boards Directive: (Uniform) gender quotas for listed companies...
40 % quota for the supervisory board and 33 % quota for the management board and supervisory board - is there a need for action for listed companies in Germany? Directive (EU) 2022/2381 of the European...
24/11/2022
The Corporate Sustainability Reporting Directive (CSRD) has been adopted
After lengthy negotiations between the European institutions, which included amongst other things the timetable and the wide scope of the directive and a preliminary political agreement in June 2022...
02/09/2022
New German Corporate Governance Code (GCGC 2022) adopted, featuring sus­tain­ab­il­ity...
The new GCGC 2022 provides for numerous sus­tain­ab­il­ity-re­lated recommendations that further increase the pressure for sustainability transformation. The government commission on the German Corporate Governance...
14/04/2022
Draft GCGC 2022 has a strong focus on sustainability
On 21 January 2022, the Government Commission German Corporate Governance Code adopted the draft German Corporate Governance Code 2022 (GCGC 2022-E). The deadline for comments expires on 11 March 2022...