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Portrait ofJörg Schrade

Jörg Schrade

Partner
Tax Adviser | Head of Tax, CMS Germany

CMS Hasche Sigle
Nymphenburger Straße 12
80335 Munich
Germany
Languages German, English

Jörg Schrade advises international companies and financial investors on all aspects of German and international tax law, with a focus on M&A transactions, corporate reorganisations, financing and tax audits.

Prior to joining CMS in 2018 as a partner, Jörg worked in major international law firms as well as for a global technology company in global tax planning.

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Listed for tax law

Deutschlands beste Anwälte 2020-2023 – Handelsblatt in Kooperation mit Best Lawyers

Relevant experience

Selected projects (including pre-CMS work)

  • 3U Holding | On the sale of Weclapp SE to Exact
  • Aareal Bank | On the acquisition of Collect Artificial Intelligence from Otto
  • Advent | On the acquisition of the distributed power unit from GE
  • Afinum | On various transactions, inter alia the acquisition of Ledlenser from Leatherman, the acquisition of SanderStrothmann, the acquisition of Tisso Naturprodukte, the sale of Avantgarde to EMH, the sale of the Garz & Fricke group to Seco S.p.a., the sale of Midoco to LEA, the sale of Sinnex to Meriguet und add-on acquisitions
  • Apax | On the acquisition of Takko Fashion from Advent
  • Ardian and co-investors | On the sale of Schustermann & Borenstein to Permira
  • Blue Elephant Energy | On the acquisition of a majority stake by Antin
  • Bruker | On various transactions, including the acquisition of Acquifier, the acquisition of PreOmics and the acquisition of Zontal
  • Calian | On the acquisition of SatService
  • Carlyle | On the sale of Alloheim to Nordic Capital
  • Clariant | On the sale of its Quats business to Global Amines
  • Commerzbank | On a joint venture with Global Payments for digital payment solutions
  • Halder | On various transactions, inter alia the acquisition of Drumag Fluidtechnik and EPH Elektronik, the acquisition of Suvema and the sale of Wback to C.H. Guenther & Son
  • H.C. Starck | On the sale of individual business divisions
  • Linde | On the acquisition of the homecare business from Air Products
  • Marguerite Fund | On the acquisition of an offshore wind farm
  • Mondi | On the acquisition of Nordenia from Oaktree
  • Pinova | On various transactions, including the acquisition of VTI Ventil Technik, of Ecoroll and of Riepe
  • ProSiebenSat.1 | On various transactions, including the partnership with General Atlantic for NuCom Group, the investment in NextGen Foods and a joint venture with Discovery
  • Rigeto | On various transactions, including the sale of WOW Tech Group to CDH Investment and the acquisition of ion2s and of Aman Media
  • Rothschild and Redburn | On the merger of Redburn and Atlantic Equities
  • Siemens Energy | On the sale of its high-voltage components division Trench to Triton
  • Triton | On the acquisition of the fertilizer business unit Compo from K+S
  • Worldline | On the sale of business activities to Global Payments and to BNP Paribas Fortis, on the acquisition of Payla Servcies as well as on restructurings
  • WOW Tech Group and shareholders | On the business combination with Lovehoney goup
  • NTT Data | On cross-border mergers of non-EU companies into EU companies and on changes of legal form into SEs
  • Siemens Gamesa Renewable Energy | On restructurings of the group structure
  • Transatlantic Reinsurance | On the reorganisation of the European business activities
  • Advising financial institutions and financial service companies on fund structuring as well as on individual fund investments
  • In-house advisory on strategic tax planning as well as group reorganisations
  • In-house advisory in the context of post-closing management and the enforcement of and defence against tax-related contractual claims

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Memberships & Roles

  • Presidium member of the Bavarian section of the International Fiscal Association
  • Member of Forum Transactions in Tax Law
  • Member of Munich Company Taxation Forum
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Publications

  • Annotation regarding Sec. 11 German Transformation Tax Act (merger of corporations) in the Transformation Law commentary by Böttcher/Habighorst/Schulte, 3rd edition 2023, pp. 1375-1447
  • Draft of the Growth Opportunities Act - Reform of the retention taxation under Sec. 34a German Income Tax Act and the option of taxation as a corporation under Sec. 1a German Corporate Income Tax Act, NWB-EV 2023, pp. 302-306, co-author Luise Uhl-Ludäscher
  • Value added tax group with a Societas Europaea (SE) – organisational integration in the one-tier system, DB 2023, p. 923-929, co-author Christian Linseisen
  • Annotation regarding the chapters Taxation as well as Business Incentives in Sweet & Maxwell (Ed.), Doing Business in Europe | Germany, loose-leaf/February 2022, co-author Martin Mohr
  • Domestic and international aspects of management participations, IWB 2022, p. 51-60 (part 1) und p. 86-96 (part 2), co-author Isabella Denninger
  • BDI/CMS/WKGT: The option model for taxation as a corporation, September 2021, article „International challenges for companies and shareholders“, p. 79-85, co-authors Angelika Thies and Björn Demuth
  • Check-the-box pursuant to KöMoG – practical implications for holding activities, real estate management and succession, NWB-EV 2021, p. 185-193, co-author Luise Uhl-Ludäscher
  • Remote working abroad – relevance of tax law for employers, NZA 2021, p. 102-107, co-author Isabella Denninger
  • Global Legal Insights - Corporate Tax 2020 | Germany, p. 44-53, co-author Martin Mohr
  • Taxation of management participation programs – transformation of bonus payments in phantom stock, DStR 2019, p. 2615-2622, co-author Isabella Denninger
  • Mandatory disclosure of tax planning arrangements: Ministerial draft bill of the Federal Ministry of Finance, NWB-EV 2019, p. 96-104, co-author Philine Lindner
  • Annotation regarding Sec. 11 German Transformation Tax Act (merger of corporations) in the Transformation Law commentary by Böttcher/Habighorst/Schulte, second edition 2018, p. 1375-1447
  • Tax planning deliberations on Brexit – cross-border change of legal form of a UK Ltd with administrative headquarters in Germany into a German GmbH, DStR 2018, p. 1898-1902
  • Secondary liability of the assignee of non-performing loans according to sec. 13c German Value Added Tax Act in case of insolvency of the entrepreneur, DB 2018, p. 2268-2273
  • Company acquisition in a multi-tier group of companies – tax deductibility of acquisition costs in view of expected synergies, Ubg 2018, p. 309-322, co-author Matthias Grundke
  • Trade tax on intrayear sale of interest in commercial partnership – compensation agreements and disposal planning for private individuals invested in two-tier partnerships, FR 2017, p. 862-877
  • Recontribution agreements and proper implementation of profit transfer agreements in the meaning of sec. 14 para. 1 sent. 1 no. 3 sent. 1 German Corporate Income Tax Act, DStR 2017, p. 86-90, co-author Matthias Schell
  • Annotation regarding Sec. 11 German Transformation Tax Act (merger of corporations) in the Transformation Law commentary by Böttcher/Habighorst/Schulte, 2014, p. 1358-1424
  • The envisaged anti “RETT-blocker” rule in the German Real Estate Transfer Tax Law, BB 2013, p. 343-350, co-author Andreas Schaflitzl
  • Withholding taxes on open real estate funds – envisaged aggravation in the Annual Tax Act 2010, BB 2010, p. 2855-2860, co-author Elmar Bindl
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Lectures list

  • Lecture event of the International Fiscal Association on 26 January 2023 in Munich on the topic "transformations in a cross-border context", co-speakers Maria Bichler, Nadin Fink, Johannes Günther
  • Lecture and panel at the CMS Tax Conference on 18 May 2022 in Paris on Pillar Two with Laurence Jaton, Daniel Gutmann, Annabelle Bailleul-Mirabaud and Stefano Giuliano
  • Lecture event of the International Fiscal Association on 27 January 2021 in Munich on the topic "distributions across the border - practical application questions and current developments", co-speakers Eva Oertel and Matthias Grundke
  • Lecture event of the Young IFA Network on 22 November 2017 in Munich on the topic "correspondence principle for hidden profit distributions and hidden contributions in a cross-border context", co-speaker Matthias Grundke
  • Lecture event of the Young IFA Network on 17 June 2014 in Munich on the topic "transactional practice concerning real estate transfer tax (RETT)", co-speaker Stephanie Wiesner
  • Various client seminars and podcasts on current topics such as M&A/post merger integration, check-the-box election , DAC 6, mobile working, real estate transactions
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Education

  • 2012: Admitted as Tax Adviser
  • 2003 - 2009: Law and economics studies at the University of Augsburg, Lund University (Sweden) and Pepperdine University (USA)
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Feed

26/03/2024
CMS advises sellers of Cardior Pharmaceuticals on potential acquisition...
Munich – CMS advises the sellers of Cardior Pharmaceuticals in the potential acquisition of the company by Novo Nordisk. Novo Nordisk has agreed to acquire Cardior for up to 1.025 billion Euros, including an upfront payment and additional payments if certain development and commercial milestones are achieved. The agreement includes Cardior’s lead compound CDR132L, currently in phase 2 clinical development for the treatment of heart failure. The closing of the acquisition is subject to receipt of applicable regulatory approvals and other customary conditions. It is expected to happen in the second quarter of 2024.A CMS team headed by Lead Partners Stefan-Ulrich Müller, Dr Tilman Weichert and Jörg Schrade advised the sellers of Cardior Pharmaceuticals on all legal aspects of the transaction. Cardior Pharmaceuticals GmbH, based in Hannover, Germany, is a leading clinical-stage bio­phar­ma­ceut­ic­al company pioneering the discovery and development of RNA-based therapeutics designed to prevent, repair and reverse diseases of the heart. The company’s therapeutic approach uses distinctive non-coding RNAs as an innovative platform for addressing the root causes of cardiac dysfunctions. CMS Germany Stefan-Ulrich Müller, Lead Partner Dr Tilman Weichert, Lead Partner Dr Michael Wangemann, Partner Dr Kai Wallisch, Partner Dr Thomas Mühl, Principal Coun­sel Se­basti­an Hummel, Senior As­so­ci­ate Vikt­or­ia Barthel, Senior As­so­ci­ate Mar­i­elouise Emmer, Senior Associate Dr Carl-Friedrich Thoma, Senior Associate Dr Stefan Kühl, Senior Associate Dr Alexander Weinhold, Senior Associate Maria Kucher, Associate Jonas Ohmann, Associate Dr Josephine Doll, Associate Dr Christian Seeburger, Associate Sonja Schanze, Associate, all Corporate/M&A Dr Marie-Luisa Loheide, Associate, Private Clients Jörg Schrade, Lead Partner Eduard Kosavtsev, Senior Associate, both Tax Stefan Lehr, Partner, Antitrust, Competition & Trade Stefan Lüft, Partner, IP Dr Benedikt Forschner, Partner, Labor, Employment & Pensions Dr Markus Kaulartz, Partner Dr Fiona Savary, Counsel Dr Felix Glocker, Senior Associate, all TMC Dr Tilman Niedermaier, Partner Susanne Schwalb, Partner, both Dispute ResolutionPress Con­tact presse@cms-hs. com
18/03/2024
CMS advises biotechnology firm Tubulis on EUR 128 million Series B2 financing...
Munich – Munich-based biotech company Tubulis has announced the successful completion of its extended and over-subscribed Series B2 round of financing, which raised EUR 128 million. This latest round was led by EQT Life Sciences and Swiss biotech investor Nextech Invest Ltd., representing funds that it manages. Other investors included US funds Frazier Life Sciences and Deep Track Capital along with all the existing investors, including Andera Partners, BioMedPartners, Fund+, Bayern Kapital’s ScaleUp-Fonds Bayern, Evotec, coparion, Seventure Partners, Occident and High-Tech Gründerfonds (HTGF). Tubulis will use the capital raised to develop the firm’s pipeline of next-generation antibody-drug conjugates (ADCs). The aim is also to complete the first clinical evaluation of its two drug candidates and to drive forward the company’s planned US expansion.A CMS team headed by partner Stefan-Ulrich Müller advised Tubulis on all legal aspects of the Series B2 financing. The team led by Stefan-Ulrich Müller has been advising Tubulis for several years now, including on the preceding EUR 60 million Series B round of financing. This work is another excellent example of the wide-ranging advisory services that CMS offers in the Lifesciences & Healthcare sector. CMS Germany Stefan-Ulrich Müller, Lead Part­ner Se­basti­an Hummel, Senior Associate Maria Kucher, Associate, all Corporate/M&A, Venture Capital Stefan Lüft, Partner, Intellectual Property Jörg Schrade, Partner, Tax Stefan Lehr, Partner, Antitrust, Competition & TradePress Con­tact presse@cms-hs. com
21/02/2024
CMS advises the shareholders of Die REHA Se­li­genthaler­straße on the sale...
Frankfurt/Main - Die REHA Se­li­genthaler­straße, an ambulatory rehabilitation centre founded in 1995 and based in Landshut, has been acquired by the rehaneo Group, a portfolio company of the Belgian investment company GIMV, as part of a succession agreement with retroactive effect from 1 January 2024. Following the acquisition, rehaneo will continue to operate the facility with all of its 50 employees. With this purchase, rehaneo, a nationwide provider of ambulatory rehabilitation, is strengthening its presence in Bavaria. The parties have agreed not to disclose details of the transaction.A CMS team headed by partner Dr Joachim Dietrich advised the shareholders of the ambulatory rehabilitation centre on all legal aspects of the sale of their shares. Rehaneo was able to prevail in a Europe-wide bidding process. Press Con­tact presse@cms-hs. com
16/02/2024
CMS advises shareholder of vision tools on the sale of a majority stake...
Frankfurt/Main - The shareholder of vision tools rental and distributions gmbh, a leading company for audiovisual technical equipment in Europe, has sold a majority stake in the company to the Dutch The Rental Group B.V., a portfolio company of Capital A Investment Partners. The aim of the strategic partnership of the AV rental service company vision tools is to utilize the synergies created by the merger and thus to consolidate sustainable growth and its market position. The parties have agreed not to disclose details of the transaction.A CMS team headed by Dr Joachim Dietrich advised the shareholder of vision tools on all legal aspects of this transaction. Press Con­tact presse@cms-hs. com   
16/01/2024
CMS advises listed mobility solutions specialist Össur on acquisition of...
Frankfurt/Main – Össur, Nasdaq Copenhagen listed leading global provider of innovative mobility solutions, acquired all shares of privately owned Fior & Gentz, a Germany based leading European manufacturer of lower limb neuro orthotic components. Fior & Gentz develops and distributes knee and ankle orthotic joints to create innovative custom-made orthotic solutions for patients with gait impairments due to neurological conditions. The acquisition of Fior & Gentz represents an attractive opportunity for Össur to enter the fast-growing neuro orthotics market. The transaction volume amounts to around EUR 100 million plus an earn-out of up to EUR 20 million. The payment consists of cash as well as of newly issued, listed shares of Icelandic Össur hf. to the sellers of Fior & Gentz. An international CMS team led by Dr Heike Wagner and Dr Tobias Kilian advised Össur comprehensively on all legal aspects also in connection with this transaction. CMS Germany Dr Heike Wagner, Partner Dr Tobias Kilian, Of Counsel, both Lead Dr Reiner Thieme, As­so­ci­ate Nath­alie Amrhen, Associate, all Corporate / M&A Jörg Schrade, Partner Eduard Kosavtsev, Senior Associate, both Tax Dr Roland Wiring, Partner Dr Siham Hidar, Senior Associate  Noah Rodenkirchen, Associate, all Regulatory & Lifesciences Dr Stefan Lehr, Partner, Antitrust, Competition & Trade Dr Dirk Smielick, Principal Counsel, IP Prof Dr Malte Grützmacher, Partner, IT Dr Boris Alles, Partner Dela Herr, Associate, both Labor, Employment & Pensions  Dr Franz Maurer, Counsel Wiebke Westermann, Associate, both Real Estate & Public CMS Netherlands Roman Tarlavski, Part­ner Mar­cel­lina Rietvelt, Associate, both Corporate / M&A Martijn van der Bie, Partner Gieneke van Nierop, Counsel, both Corporate / Notaries CMS Norway Nicolas Jorn Brunet, Partner Tuva Svare, Associate, both Corporate / M&A Henrik Nordling, Partner, Antitrust, Competition & TradePress Con­tact presse@cms-hs. com
11/01/2024
W&I insurance and taxes in Germany
In German M&A transactions with warranty and indemnity insurance (W&I insurance), special attention must be paid to tax issues due to reciprocal effects in the liability concept concerning the purchase...
11/01/2024
CMS advises Commerzbank on joint venture for digital payment solutions
Frankfurt am Main, Atlanta, - CMS, led by Dr. Tobias Grau and Dr. Florian Plagemann, has comprehensively advised Commerzbank on the formation of a joint venture with Global Payments, a leading global provider of financial technologies and software solutions (here). CMS regularly advises banks and payment service providers on M&A transactions and regulatory matters, including Commerzbank's repurchase of the installment loan business from BNP Paribas. CMS Germany Dr Tobias Grau, Partner, Co-Lead Dr Florian Plagemann, Partner, Co-Lead Birgit Schlemmer, Senior Associate Dr Kai Wallisch, Partner Dr Tobias Kilian, Of Counsel Dr Marcel Hagemann, Partner Dr Christian Zielonka, Principal Counsel Carmen Hübner, Senior Associate Dr Maximilian Stark, Senior Associate Dr Miriam Bach, As­so­ci­ate Kath­rin Dengel, Associate Gustav Isele, Associate, all Corporate/M&A Dr Markus M. Pfaff, Client Relationship Partner Moritz Gerstmayr, Coun­sel Char­lotte Salathé, Counsel  Marcel Moussaoui, Associate Mohal Jennifer Egzau, Associate, all Banking & Finance Philipp Lotze, Partner Dr Michael Kraus, Partner Dr Anna Lena Füllsack, Senior As­so­ci­ate Theresa Lenger, Senior Associate, all TMC Kai Neuhaus, Partner Dr Björn Herbers, Partner Moritz Pottek, Counsel, all Antitrust, Competition & Trade Jörg Schrade, Part­ner Chris­ti­an Linseisen, Senior Associate, both Tax Dr Oliver Simon, Partner Dr Michael Rein, Principal Counsel Dr Philipp Deuchler, Senior Associate, all Labor, Employment & Pensions Commerzbank AG (Legal) Dr Benedikt Leffers (Group Legal, Head of Corporate / Regulatory Law)  Lars Kauer (Group Legal, Senior Legal Counsel, Corporate / Regulatory Law)  Markus Vetter (Group Legal, General Counsel, Technology, Data & In­fra­struc­ture) Carina Erlenwein (Group Legal, Senior Legal Counsel, Sales, Account Management, Payment Trans­ac­tions) Press Con­tact presse@cms-hs. com
13/12/2023
CMS advises Friedrich Graepel AG on acquisition of SOLVARO GmbH
Frankfurt/Main – Friedrich Graepel AG, which is headquartered in the Lower Saxony town of Löningen, has acquired all the shares in SOLVARO GmbH and indirectly also those of its Hungarian subsidiary...
30/11/2023
CMS advises Rügenwalder Mühle shareholder on investment by Pfeifer & Langen
Munich – Family-owned firm Pfeifer & Langen has taken a majority stake in Rügenwalder Mühle, a branded manufacturer that is considered a pioneer in vegetarian/vegan alternatives to meat and sausages...
20/11/2023
CMS advises shareholders of MVC Mobile Video­Com­mu­nic­a­tion on international...
Frankfurt/Main – MVC Mobile Video­Com­mu­nic­a­tion GmbH, based in Kronberg (Taunus), and the Finnish company Elisa Videra are joining forces as part of a share swap. Elisa Videra is an internationally active...
17/11/2023
CMS advises Finch Capital on acquisition of the Open Banking FinTechs Qwist...
Munich - The Warsaw-based investment company Crastorehill, which is majority-owned by Finch Capital, has acquired the Berlin-based open banking FinTech Qwist (previously finleap connect) and the open...
27/10/2023
CMS advises U1ST Sports S.A. on the acquisition of a majority stake in...
Cologne/Munich - The Spanish U1ST Sports S.A., headquartered in Madrid, has acquired a majority stake in Mothership Talents GmbH from its founders. U1ST, founded in 2002 and represented in 14 countries...