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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 250 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: 

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.

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"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

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    Distressed M&A

    Distressed M&A gehört zu den bedeutenden Schwerpunkten innerhalb der CMS-Praxisgruppe M&A. Mit rund 250 auf M&A spezialisierten Anwälten allein in Deutschland bieten wir eine M&A-Beratung, die neben fundierter rechtlicher Expertise und analytischen Fähigkeiten insbesondere sehr viel praktisches Know-how und Branchenerfahrung mitbringt.

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    International Group Structures

    Corporate groups with an international structure need to comply with the laws of multiple countries. Having international operations involves special legal requirements, especially in the case of multi-level structures. With international group structures, the question often arises as to the legal form to choose for the individual group companies. An increasingly popular option is the Societas Europaea (SE), which makes the international nature of the business immediately visible.

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    Mergers & Acquisitions

    M&A transactions are the focus of CMS’s corporate law work. With around 250 lawyers, our firm offers M&A advice that combines solid legal expertise and experience with insider industry knowledge.

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    Public takeovers

    The German Securities Acquisition and Takeover Act (WpÜG) sets a tight legal framework for public takeovers of listed companies. Bidders and targets must adhere strictly to the detailed requirements of the WpÜG when planning and executing each of the steps in the transaction. Our support enables you to bring a takeover to a successful conclusion.

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    Stock Corporation Law

    Our lawyers specialising in stock corporation law provide support for stock corporations and their executive bodies, enabling them to act with confidence and avoid liability risks against a backdrop of increasing information complexity. We help members of management boards and supervisory boards as well as other officers of listed companies to identify what are in some cases existential risks for the company in relation to corporate governance and compliance. We also assist in managing risk efficiently by way of appropriate internal structures.

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    Structuring under corporate law

    Good corporate governance requires proper structuring of the entity’s legal framework. The company’s articles of association must be appropriate for its ownership structure. In a constantly changing market environment, companies are also repeatedly faced with the need to change their internal structures by adopting a new corporate form.

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    March 2019
    CMS European M&A Study 2019


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