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VALFORD | Rechtsanwälte

Market entry and company formation

  1. Advice on market entry and the choice of legal form

  2. Foundation of corporations and partnerships as well as associations 

  3. Commercial law advice 

  4. Joint ventures, strategic partnerships and cooperations

Corporate Housekeeping

  • Corporate housekeeping documents (e.g. for organ orders and changes, relocations, submission of annual financial statements, etc.)

  • Monitoring of reporting and documentation obligations 

  • Preparation and support of and representation in (electronic) general and annual general meetings 

  • Provision of e-meeting rooms for company meetings

corporate governance

  • Articles of association, articles of association and syndicate agreements

  • Contracts between companies and their bodies (managing directors, board members, supervisory and advisory boards) or shareholders, in particular managing director and board member contracts and employment contracts

compliance

  • Structuring of compliance systems and creation and review of compliance guidelines, rules of procedure and training materials 

  • Advising managing directors, board members, supervisory and advisory boards as well as shareholders on compliance matters, in particular on liability issues and the preventative avoidance of or handling compliance violations 

  • Advice on issues related to compliance with capital preservation regulations, equity substitution and prohibited return of contributions 

  • Representation in shareholder disputes

corporate finance

  • Structuring of equity and debt financing (capital increases, shareholder loans, cash pools, loan agreements, etc.) 

  • (Startup) Grants 

  • Advice on alternative forms of corporate financing (silent partnerships, profit participation rights, hybrid/mezzanine capital, etc.)

reorganizations

  • Structuring and implementation of reorganization measures (national and cross-border mergers, demergers, contributions, conversions, changes of legal form and reorganizations)

Market entry and company formation

  • Advice on market entry and the choice of legal form

  • Foundation of corporations and partnerships as well as associations 

  • Commercial law advice 

  • Joint ventures, strategic partnerships and cooperations

Corporate Housekeeping

  • Corporate housekeeping documents (e.g. for organ orders and changes, relocations, submission of annual financial statements, etc.)

  • Monitoring of reporting and documentation obligations 

  • Preparation and support of and representation in (electronic) general and annual general meetings 

  • Provision of e-meeting rooms for company meetings

  • Articles of association, articles of association and syndicate agreements

  • Contracts between companies and their bodies (managing directors, board members, supervisory and advisory boards) or shareholders, in particular managing director and board member contracts as well as employment contracts

corporate governance

  • Structuring of compliance systems and creation and review of compliance guidelines, rules of procedure and training materials 

  • Advising managing directors, board members, supervisory and advisory boards as well as shareholders on compliance matters, in particular on liability issues and the preventative avoidance of or handling compliance violations 

  • Advice on issues related to compliance with capital preservation regulations, equity substitution and prohibited return of contributions 

  • Representation in shareholder disputes

compliance

corporate finance

  • Structuring of equity and debt financing (capital increases, shareholder loans, cash pools, loan agreements, etc.) 

  • (Startup) Grants 

  • Advice on alternative forms of corporate financing (silent partnerships, profit participation rights, hybrid/mezzanine capital, etc.)

  • Structuring and implementation of reorganization measures (national and cross-border mergers, demergers, contributions, conversions, changes of legal form and reorganizations)

reorganizations

Craftmanship and Small Businesses

We advise craft enterprises and small businesses in all matters relating to corporate, commercial, business and insolvency law. Particular emphasis is on the drafting, review, negotiation and execution of contracts. Along the growth path of our clients, we also support them in changes of legal form, in the purchase or sale of their business and structure succession arrangements for family-run craft businesses.

 

In economically challenging times, our clients count on our expertise in restructuring and insolvency law matters. In the event of a crisis, we rely on mediation as an all-party procedure for rapid and result-oriented conflict resolution, but also enforce our clients' rights out of or at court if necessary.

 

Our service portfolio includes inter alia:

Corporate Bodies

  • Appointment and change of corporate bodies

  • Ongoing advice on corporate law, in particular on capital maintenance regulations, equity substitution and prohibited return of capital contributions

Corporate Structure

  • Articles of association, statutes and syndicate agreements

  • Filing of annual financial statements, relocation of registered offices

  • Preparation, attendance of and representation at (electronic) general and shareholders' meetings

  • Provision of e-meeting rooms for shareholders' meetings

  • Representation in shareholder conflicts

Business Operations and Contracts

  • General terms and conditions

  • Employment contracts 

  • Supply and sales agreements

  • Service and consulting agreements

  • Franchise agreements

  • Authorized dealer, commercial agent and distribution agreements

  • Logistics and transport agreements

  • Cooperation agreements

  • INCOTERMS, freight and logistics law

  • Real estate purchase, financing, rental, lease and easement agreements

Corporate Financing

  • Capital increases, shareholder loans, loan agreements

  • Subsidies

  • Alternative forms of corporate financing (silent partnerships, profit participation rights, hybrid/mezzanine capital, etc)

  • Operating lease and operating transfer agreements

Company Formation and Trade Law

  • Advice on market entry and choice of corporate form

  • Formation of corporations and partnerships

  • Trade law

Intellectual Property and Know-How

  • IP (trademarks, utility models, designs, etc.) and domain searches

  • Employee inventions   

  • Exploitation of intellectual property and know-how

Import, Export and Customs

  • Import and placing on the market of goods

  • Export regulations and sanctions lists

  • Customs law topics

M&A Transactions

  • Structuring of purchases/sales of companies or parts of companies and assets (also from insolvency)

  • Drafting , review and negotiation of all transaction documents (purchase agreement, corporate and company law documents, etc)

  • Preparation and assistance in the signing and execution of corporate transactions

Corporate Reorganizations

  • Structuring and implementation of reorganization measures (mergers, demergers, contributions, conversion of a sole proprietorship into a limited liability company, etc)

Crisis Management and Business Mediation

  • Identification of and assistance in the resolution of intra-company conflicts

  • Mediation within companies and in connection with business relationships

  • De-escalation and counseling in connection with maintaining a positive image

  • Out of or at court dispute resolution

Restructuring and Turnaround

  • Support in the legal implementation of restructuring concepts and expert opinions

  • Restructuring and refinancing agreements, standstill agreements, reorganization loan or bridge financing agreements, etc.

  • Advising corporate bodies in matters of reorganization law, in particular in connection with liability risks and annulment issues

Insolvency and Liquidation

  • Advice on asset protection and realization of collaterals as well as liability issues under insolvency law

  • Advice prior to and in connection with filing for insolvency

  • Representation of companies in crisis during ongoing reorganization and insolvency proceedings

  • Liquidation of companies

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