Corporate / M&A, Corporate Governance
Our spectrum of services ranges from the establishment of all types of companies, design and modification as well as interpretation of articles of incorporation, company and syndicate agreements, rules of procedure for management board and supervisory board over the attendance of general meetings of listed and unlisted companies, assessment of possible organ conflicts of interest, advice regarding capital market information and transparency obligations, structuring and modification of stock option programs until the representation in disputes connected with the liability of executive and supervisory bodies. Another focus in this context is our work in connection with private foundation governance. Thus, we attend conflicts between beneficiaries, donors and foundation board or advisory board.
One of our priorities is mergers and acquisitions of companies at national and international level. In the long-term practice of our team we were able to prepare, accompany and legally implement some of the most important mergers in Austria. We also create a sound legal foundation for joint ventures. For larger projects we access an established network of recognized international experts.
We support start-ups in choosing the right form of company, as well as advising family-owned companies and listed companies on structural changes such as spin-off of business units in connection with ensuing (including non-corporate law) follow-up questions.
In addition to our many years of practical experience we also provide top-class academic expertise, which is reflected in numerous relevant publications, monographs and participation in leading corporate law manuals as well as regular lectures and teaching. Accordingly, composing of legal opinions is part of our regular activity.
- Creation and amendment of articles of association / company and syndicate contracts, rules of procedure
- Supervision of general meetings
- Advice on capital market information and transparency obligations
- Corporate Governance-Legal Issues (Organ-Conflicts of Interest, related party transactions, delimitation of responsibilities, stock-option programs etc)
- Private Foundation Governance (Conflicts between Beneficiaries, Management Board, Founders, Advisory Council)
- Advice and representation in connection with the liability of corporate bodies (Executive Board, Management Board, Supervisory Board)
- Corporate, employment and civil law as well as capital market law supervision of internal investigations in companies
- Preparation of legal opinions concerning the above mentionend topics
- Mergers, demergers, restructuring and reorganizations
- Due diligence
Contact: Georg Schima, Stephan Schmalzl, Christian Mayer, Birgit Vogt-Majarek, Philipp Gamauf