Legal Services

O<span class=and>&</span>R group Brochure Legal (PDF)
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Corporate law and mergers and acquisitions have always been the focus of our legal consulting. Whether we are dealing with acquisitions or mergers, restructurings or start-ups, strategic investors or private equity, share deals or asset deals: our in-depth expertise established over many years sets us apart in all of these areas. We excel in the area of personal consulting thanks to our experience, which relates not only to legal requirements but also, and above all, to our knowledge and understanding of corporate issues. We always view the mandate entrusted to us as a challenge to combine our legal knowhow with what is feasible from a corporate perspective. Our constant aim is to develop optimal solutions for our clients and to implement these in a lasting manner. We continually exchange ideas with our colleagues from Corporate Finance, Tax Consultancy and Auditing, which enables us to deliver complete solutions from one source.

We are also at home in many other fields of law and industries, whether it be real estate transactions or media law, drafting contracts for operational business entities, or structuring and negotiating joint ventures. We consider ourselves to be a boutique legal practice within the O&R group. Our portfolio of services does not cover every area of law. But our service promise guarantees: We are experts in what we do, and we finish the job properly in a consistent and target-oriented manner. For those areas of law where we do not possess sufficient expertise, we can appoint experts at the right moment from within our network – whether at a national level or in the most important international business regions.

Corporate and Commercial Law

We provide comprehensive advice to small and medium-sized businesses, listed companies and corporations on all issues of corporate law. Our services range from the clarification of individual queries relating to company law, commercial law and laws relating to groups of companies, to the implementation of complex structures. We draft and negotiate agreements under corporate law such as shareholder agreements, articles of association or company rules of procedure.
We also support our clients in the area of corporate housekeeping, e.g. the preparation, execution and documentation of the resolutions of various bodies within a company. Our interdisciplinary consulting approach enables us to deliver target oriented results from a single source, particularly in the areas of drafting and implementing company agreements (e.g. profit transfer agreements), setting up consolidated groups, appointing silent partnerships, and creating innovative financing structures.

Real Estate Transactions

We support institutional and private investors, project developers and companies in all phases of the acquisition and sale of real estate or project SPVs. Our range of services includes in particular the structuring of transactions under tax and company law for both asset and share deals. Our range is completed by the execution of the required due diligence, the drafting and negotiation of all agreements and documents, and the development of purchase agreements. In cases of doubt, this also includes the enforcement of contractually agreed rights and entitlements.

Cooperation and Joint Ventures

Legal advice for cooperations or new joint ventures requires a good feel for the objectives of the business, and the ability to put oneself in the position of the contractual partner. The core objective is to consider abstract economic scenarios and then restructure these from a legal perspective. The aim of this is to create a good contractual starting position based on positive optimism, without losing sight of the exit scenario.

Media Law

The media industry is facing dramatic changes as a result of new technologies and changing business models. This places enormous demands on legal consultancy, where it is essential to understand the new business models and implement these from a legal perspective. Knowledge of copyright law, competition law and trademark law is often required, but press law and traditional publishing law also play their part. Significant industry knowledge is necessary for developing a corresponding overall understanding, and that is exactly where our strengths lie.

Reorganisation and Restructuring

Changes to the market environment, internal problems, and planned full or partial mergers or acquisitions generally necessitate time-critical restructuring, integration or reorganisation measures. Regardless of whether the restructurings take place within or outside the scope of the German Conversion Law (Umwandlungsgesetz), we provide comprehensive advice to our clients in all phases, and with the standard objective of optimising all economic, tax, accounting and company law related aspects. This includes, for example, spin-offs, mergers, changes in form, intracompany transactions, and the introduction of assets, company lease agreements or internal licence structures. That is why we are always in discussion with O&R tax & audit to provide our clients with solutions that keep their promise in every regard.

Mergers & Acquisitions

Changes to the market environment, internal problems, and planned full or partial mergers or acquisitions generally necessitate time-critical restructuring, integration or reorganisation measures. Regardless of whether the restructurings take place within or outside the scope of the German Conversion Law (Umwandlungsgesetz), we provide comprehensive advice to our clients in all phases, and with the standard objective of optimising all economic, tax, accounting and company law related aspects. This includes, for example, spin-offs, mergers, changes in form, intracompany transactions, and the introduction of assets, company lease agreements or internal licence structures. That is why we are always in discussion with O&R tax & audit to provide our clients with solutions that keep their promise in every regard.

Contract Law

General situations to which contract law applies demand that consulting is underpinned by in-depth legal knowledge and entrepreneurial ways of thinking and acting. Well-established industry knowledge does not just make working together simpler, but is also indispensable when drafting contracts. Whether it is a sales or purchasing matter, the conclusion of a rental or loan agreement, or the commissioning of service providers: our entrepreneurial skill sets us apart.

Compliance

Taken literally, ‘compliance’ can be understood to mean ensuring that companies abide by laws and regulations – something which seems self-evident. However, understanding relevant statutory regulations, implementing required internal regulations, developing appropriate control mechanisms and, not least, structuring these measures as a series of procedures to be followed, are essential elements of proper corporate governance – even for small and medium-sized companies. We guarantee that all of these aspects are included, and thus the end result is that we contribute measurably to a reduction in risk and an increase in efficiency. Where compliance is concerned, we are in constant dialogue with the O&R audit teams.

Company and Asset Succession Planning

The transfer of companies and assets to the next generation is a sensitive issue – and a particular issue of trust in relation to consulting. Tailor-made solutions are required to realise the transferor’s ideas accurately and in line with their expectations. Our legal system offers a variety of possibilities, from the timing and scope of the transfer to the question of any consideration to be paid. This area requires not just perspective but, above all, vision. Taking into account all economic, personal, tax and legal aspects, we develop individual succession plans with our clients and, as experienced partners, provide support in implementing these in a lasting manner.