Our structuring practice ...

… seeks to craft the best possible solutions to legal challenges with economic importance. We model optimal legal forms, while economic issues are still malleable, and command a versed know-how in civil law contracts and tax optimization arrangements. We bring this to bear in providing our clients complete civil and corporate law advisory. We clarify goals, uncover pathways and explain the concrete steps to implement your business vision. This includes of course preparing the necessary contracts ready for closing and notarial execution.

In addition, our structural advisory includes the preparation of tax and accounting opinions, incl. co-counsel second opinions – and preventative measures to properly sidestep unwarranted criminal tax law liability, which at times includes preparing voluntary disclosures and tax clearance adjustments in phased run-ups to tax audits or otherwise.

Structural advisory for corporates & entrepreneurs

  • Corporate divestiture, acquisition, tax-optimized choice of legal form
  • Corporate restructuring such as mergers, changes of corporate form, asset splitting, asset divisions
  • Tax-driven corporate splits: Establishment, tax and corporate housekeeping, winding-down and termination; industrial leaseholds, commercial leasing
  • Corporate establishment, stock corporations, joint ventures, start-ups -establishment and separation of partnerships and freelancer associations -Shareholder disputes
  • Tax accounting law
  • Corporate financing
  • Contracts of board members or managing directors, contracts between affiliates, e.g., supply contracts, transfer pricing agreements, sales contracts, cooperation agreements, profit and loss pooling agreements, general terms and conditions, license agreements, arbitration agreements
  • Corporate contracts (including tax clauses), sub- and silent participations
  • Company transfers through anticipated succession/inheritance, wills of business owners

Structural advisory for cross-border activities

  • Outbound investments: Establishment of foreign companies or permanent establishments
  • Inbound investments by foreign companies or investors
  • Deployment of foreign workers
  • E-commerce
  • Financing of business activities abroad
  • Structuring the form and manner of connection of activities abroad to domestic companies
  • Structuring contractual cross-border relationships
  • Restructuring and sale of foreign subsidiaries, participations and permanent establishments

Structural advisory for non-profit organizations

  • Non-profit entities: Foundations and associations
  • Entities under public law: Municipalities, universities, public agencies and institutions
  • Professional associations
  • Bylaws, articles and financing
  • Application of funds
  • Integration of economic activities
  • Outsourcing of taxable activities and quasi-non-profit special purpose operations
  • Collecting societies
  • Licensing
  • Training facilities
  • Research activities by public authorities and non-profit entities
  • Possibilities and limits of asset management

Structural advisory for private individuals

  • Gifts / anticipated succession/inheritance (including waiver of inheritance or a statutory legal share)
  • Wills / inheritance agreements, inheritance disputes (in resolution or litigation), execution of wills
  • Private real estate investments, acquisition and transfer of taxable private assets (e.g., real estate, securities)
  • Asset management through partnerships or corporations, foundations
  • Marriage contracts and prenuptial agreements
  • Residence relocations abroad

Our defense and litigation advisory services ...

… are based on strategic, comprehensive and holistic legal representation giving particular emphasis on problematic cases. We conduct thorough research and aim to craft convincing arguments for agencies and tribunals. Our analysis and advisory goes beyond the mere issues voiced by financial authorities, as we explore new legal and factual points of view. We produce expert opinions to persuade officials to render positive findings which themselves become the basis of procedural disputes, if such arise. On request, we also advise your business internally by providing consultants as specialists to elucidate and clarify problematic practices and draft pleadings without disturbing your external operations.

This can give rise to new structuring possibilities to prevent future litigation and tax pitfalls. Our legal support in critical situations is always geared to providing long-term optimal solutions for our clients.

Tax defense

  • Consulting and representation in tax audits, participation in summary meetings before authorities
  • Representation before all German financial courts and the Federal Fiscal Court (Bundesfinanzhof); tax appellate and remedy proceedings, constitutional appeals, and proceedings before the ECJ in tax matters

Tax law defense and enforcement

  • Defense and settlement of tax matters integrated into the related appraisal of tax bases: In tax investigatory proceedings, before authorities capable of imposing criminal and administrative fines, before the public prosecutor’s offices and criminal courts
  • Advisory and representation when voluntary disclosure is necessary

Corporate and inheritance law defense and enforcement

  • Advisory and representation (also before civil courts) in disputes involving corporate and inheritance law

Tax-related civil law defense and enforcement

  • Advisory and (procedural) representation in civil disputes involving tax or accounting law, e.g,, disputes concerning severance provisions in company agreements
  • Defense of members of the tax-advisory professions against compensation claims
  • Representation in arbitral proceedings as well as assuming the role of arbitrator therein
  • Mediation in disputes between shareholders
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