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A Practice Note setting out top tips from German counsel for doing capital markets deals in Germany. It highlights issues of which lawyers from outside Germany should be aware when doing capital markets work in Germany....more
The Financing for the Future Act came into force on 15 December 2023. The significant reforms to stock corporation and capital market law increase flexibility in German ECM transactions. Overview of the key changes - ...more
The German Federal Court of Justice (FCJ), in two recent judgments (case numbers II ZR 219/21 and II ZR 220/21), awarded former shareholders of a target company that accepted a takeover offer payment claims for the difference...more
In Reference II ZR 141/21 of May 23, 2023, the German Federal Court of Justice (FCJ) ruled that an authorization of the annual general meeting on the use of authorized capital that also provides for an authorization to...more
The Morgan Lewis Takeover Monitor documents public tender ofers in Germany for Morgan Lewis clients and interested persons. This issue covers published and announced current ofers as of July 12, 2023. In addition, it...more
“Welcome to Morgan Lewis’s Takeover Monitor Germany. This publication aims to provide funds, public and private companies, and other entities involved in capital markets transactions with a regular documentation of current...more
The Morgan Lewis Takeover Monitor documents public tender offers in Germany for Morgan Lewis clients and interested persons. This issue covers published and announced current offers as of October 12, 2022. The takeover offer...more
Current offers are driven by a number of objectives, ranging from a strategic investment to increase the target company’s future dividend capacity (voluntary takeover offer for shares of Deutsche EuroShop AG) to the...more
With this issue we supplement the documentation of public tender offers in Germany by our Morgan Lewis takeover monitor for Morgan Lewis clients and interested persons with respect to recent judgments of the German Federal...more
The first season of virtual general meetings is over and the next one is imminent due to the ongoing COVID-19 pandemic. The legislature has taken this as an opportunity to not only extend the set of instruments created at the...more
With some delay, the ARUG II came into force on January 1, 2020. The focus is on changes in the German Stock Corporation Act. The changes that are significant in practice relate to the remuneration of the Management Board and...more
Der Bundestag hat mit Zustimmung des Bundesrats vom 29. November 2019 das Gesetz zur Umsetzung der zweiten Aktionärsrechterichtlinie (ARUG II) in der Fassung der Beschlussempfehlung des Rechtsausschusses vom 13. November 2019...more
On 25 June 2017, the new German Money Laundering Act came into force, which primarily implements the 4th European Anti-Money-Laundering Directive (EU 2015/849) into German law. Among others, the Act establishes a new...more
On October 1, 2015, the German Parliament adopted the national “Act Implementing the EU Transparency Directive Amending Directive (2013/50/EU)” (the “Act”). The aim of the directive is to harmonize the regime for notification...more