FIELDS OF LAW
Directors & Officers Liability
We advise companies and managers comprehensively on issues relating to the liability of board members, managing directors and supervisory board members (directors’ and officers’ liability) as well as DO insurance cases.
Our expertise covers aspects of liability, corporate, insolvency and insurance law. Thanks to decades of experience, we often represent company directors in court as defense counsel in agreement with the responsible DO insurer. We support complex proceedings with extensive knowledge and offer full-service advice that also covers other areas of law such as banking, energy, antitrust, data protection and criminal law.
We use modern information technology and protected data rooms to efficiently analyze large volumes of data. In this way, we guarantee effective and rapid processing of investigation results that can be used in court.
Our Range of Services
Compliance Matters
- Organ liability claims in connection with compliance matters, for example in the case of
- supervisory culpability with regard to (allegedly intentional) actions of a co-manager or a subordinate employee, for example in the case of balance sheet manipulation, accounting fraud, etc.
- breaches of duty related to the preparation and realization of annual general meetings of (listed) stock corporations
- breaches of duty related to financial derivatives transactions, such as swap transactions
- breaches of duty related to energy trading, in particular OTC trading
- breaches of duty in the context of M&A and real estate transactions
- antitrust violations
- breaches of fiduciary duties, for example by appropriating company resources
- breaches of non-competition clauses
- violations of the obligation to comply with the competence regulations within the company, e.g. violations of approval reservations in rules of procedure
- Advice in the context of and in the follow-up to special audits, e.g. in accordance with § 142 of the German Stock Corporation Act (AktG) for the examination of management transactions
- Taking charge of the function of witness counsel for board members in civil and criminal proceedings
- Advice in connection with the initiation of preliminary proceedings against board members
- Advising litigants/intervenors in disputes
Crisis, Restructuring and Insolvency
- Directors’ and officers’ liability claims in the context of crisis, restructuring and insolvency matters, for example in the event of claims
- pursuant to § 15b InsO (formerly pursuant to § 64 GmbHG) for breach of the prohibition of payment
- pursuant to §§ 823 ff. BGB for alleged breaches of duty towards third parties, such as credit institutions
- pursuant to Section 43 (2) GmbHG for breach of managing director duties in the context of crisis management
- pursuant to Section 43 (1) sentence 2 StaRUG for breach of restructuring obligations in the context of a restructuring matter
- of interveners/intervening parties
Employment Contracts of Board Members
- Advice in the context of employment contracts of board members, such as
- in the event of premature, often extraordinary, termination or release of board members as well as the associated termination of the organ positions
- in the event of non-performance or reduction of agreed benefits under an employment contract
Compliance Matters
- Organ liability claims in connection with compliance matters, for example in the case of
- supervisory culpability with regard to (allegedly intentional) actions of a co-manager or a subordinate employee, for example in the case of balance sheet manipulation, accounting fraud, etc.
- breaches of duty related to the preparation and realization of annual general meetings of (listed) stock corporations
- breaches of duty related to financial derivatives transactions, such as swap transactions
- breaches of duty related to energy trading, in particular OTC trading
- breaches of duty in the context of M&A and real estate transactions
- antitrust violations
- breaches of fiduciary duties, for example by appropriating company resources
- breaches of non-competition clauses
- violations of the obligation to comply with the competence regulations within the company, e.g. violations of approval reservations in rules of procedure
- Advice in the context of and in the follow-up to special audits, e.g. in accordance with § 142 of the German Stock Corporation Act (AktG) for the examination of management transactions
- Taking charge of the function of witness counsel for board members in civil and criminal proceedings
- Advice in connection with the initiation of preliminary proceedings against board members
- Advising litigants/intervenors in disputes
Crisis, Restructuring and Insolvency
- Directors’ and officers’ liability claims in the context of crisis, restructuring and insolvency matters, for example in the event of claims
- pursuant to § 15b InsO (formerly pursuant to § 64 GmbHG) for breach of the prohibition of payment
- pursuant to §§ 823 ff. BGB for alleged breaches of duty towards third parties, such as credit institutions
- pursuant to Section 43 (2) GmbHG for breach of managing director duties in the context of crisis management
- pursuant to Section 43 (1) sentence 2 StaRUG for breach of restructuring obligations in the context of a restructuring matter
- of interveners/intervening parties
Employment Contracts of Board Members
- Advice in the context of employment contracts of board members, such as
- in the event of premature, often extraordinary, termination or release of board members as well as the associated termination of the organ positions
- in the event of non-performance or reduction of agreed benefits under an employment contract
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