Partner
Attorney at Law (Germany)
Equity and Capital Markets Law
The framework conditions in global financial markets are subject to rapid change. We are your trusted partner for all capital market matters, advising you with our many years of expertise.
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Holistic advice – before, during, and after the transaction
We comprehensively support companies with IPOs, placements, and takeover bids. Our capital market experts advise on structuring, contract negotiations, and prospectus drafting, conduct legal due diligences, and accompany the implementation of capital measures – including necessary legal and disclosure opinions.
Through close collaboration with our tax advisors and auditors, we offer integrated commercial and financial due diligences, as well as support with commercial prospectus content. Even after the IPO, we assist with general meetings, ad-hoc disclosures, insider rules, and reporting obligations. We also advise on takeover bids according to the WpÜG and coordination with BaFin.
Our Services
Skip SectionCorporate Legal Measures and Transactions
Rödl’s strength lies in the comprehensive support of corporate legal measures and transactions by interdisciplinary teams. A specialized project team consisting of lawyers, tax advisors, and auditors is formed for this purpose. An experienced project manager with a deep understanding of equity and capital markets law steers the entire process and ensures that the measure or transaction is completed within the defined timeframe and according to the highest quality standards.
Our focus areas
- Public Takeovers
- Capital Measures
- Group Corporate Matters
- Acquisition of listed and unlisted stock corporations as well as OTC
Corporate Governance – Board Advisory
We advise issuers of securities on all post-admission obligations, especially regarding the implementation and monitoring of internal company processes to fulfill legal requirements. We ensure this through efficient and comprehensive board-specific advice on all types of issues.
Our focus areas
- Corporate Governance
- Capital Market, Investor, and Stakeholder Communication
- Capital Market Post-Admission Obligations (esp. MAR and WpHG)
- Remuneration Systems & Reports for Management Board and Supervisory Board
- Incentive Programs for Management Board Members
Shareholder Activism
Shareholders often attempt to exert pressure on the company’s corporate bodies and, in particular, to use the general meeting to prepare legal proceedings such as annulment actions or court-ordered appointments of special auditors through an excessive use of the right to ask questions. We support the company in the strategic and legal preparation for and response to activist shareholder initiatives.
Our focus areas
- Avoidance of annulment risks in connection with general meetings
- Proper conduct of the Management Board and Supervisory Board
- Defense against shareholder claims
- Representation in litigation
Dr. Nils Peter Brügmann
Associate Partner
Attorney at Law (Germany)
General Meetings
The general meeting of the stock corporation offers the opportunity for direct exchange between the company’s Management Board and Supervisory Board and its shareholders. However, shareholders often use this occasion as a stage.
Our focus areas
- Preparation of General Meetings
- Advising on the conduct of General Meetings
- Follow-up to General Meetings (Registration of structural measures)
- Litigation in subsequent legal proceedings and settlement negotiations
Equity Capital Markets
We advise German and foreign issuers in the regulated market and in the open market in a service-oriented, comprehensive, and efficient manner on their individual capital measures. Our advice ranges from legal due diligence domestically and abroad, to the appointment of the banks accompanying the issuance and the lead preparation of the securities prospectus, including the approval process by the competent supervisory authority, up to and including support for the procedures at the competent stock exchange listing authorities. The same applies to take-private transactions.
Our focus areas
- Capital increases with or without subscription rights
- IPOs and other public offerings
- Secondary offerings, Block Trades, and repurchases of own shares
- Public takeovers and take-private transactions
- Ongoing listing obligations
Debt Capital Markets
We advise German and foreign issuers in the regulated market and open market in a service-oriented, comprehensive, and efficient manner on their individual debt capital raising. Our advice ranges from legal due diligence domestically and abroad, to the appointment of the banks accompanying the issuance, up to and including the lead preparation of the securities prospectus or, for smaller issues, the securities information sheet (WIB), each including the approval process by the competent supervisory authority.
Our focus areas
- Corporate bonds
- Convertible and exchangeable bonds
- Repurchase, exchange, and restructuring of debt securities (Liability Management)
- Promissory note loans
Newsletter
The newsletter Corporate Law, Deals & Capital Markets informs you monthly about current topics in corporate law, M&A, and capital markets law.
Frequency: monthly
