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

  • 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
  • Organ liability claims in the context of crisis, restructuring and insolvency matters, for example in the case of claims
    • under § 15b InsO (formerly under § 64 GmbHG) due to breach of the payment prohibition
    • under §§ 823 ff. BGB (German Civil Code), inter alia, due to alleged breaches of duty towards third parties, such as credit institutions
    • under § 43 (2) GmbHG for breach of duties of managing directors in the context of crisis management
    • under § 43 (1) sentence 2 StaRUG for breach of restructuring duties in the context of a restructuring case
    • of intervening parties/secondary intervening parties
  • Advice in the context of employment contracts of board members, e.g.
    • 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

Team Directors & Officers Liability.