Due Diligence

Due diligence is a central building block of every corporate transaction - whether it is an acquisition, an investment, a joint venture or a restructuring. The aim is to identify the opportunities and risks of a target company early on and on a robust basis, to design the transaction structure with legal certainty and to legally safeguard the commercial assumptions of the parties. A properly performed due diligence creates transparency, increases planning certainty and strengthens your negotiating position - in particular with regard to purchase price, warranties, indemnities and liability provisions.

As part of the legal due diligence, we examine, among other things, the corporate structure, shareholder and participation relationships, material contracts (e.g. customer, supplier, lease and financing agreements), IP and IT issues, compliance questions as well as any pending or threatened disputes. Depending on the industry and the objective of the transaction, we also include regulatory and data-protection aspects as well as questions of corporate-body liability and governance.

We pay particular attention to employment-law risks and operational feasibility after closing: from employment contracts and remuneration systems, through works agreements, occupational pensions and bogus self-employment, to co-determination and the transfer of business under § 613a BGB (German Civil Code). In corporate takeovers in particular, employment-law topics frequently determine the timetable, the ability to integrate and the costs.

Our specialist lawyers for commercial and corporate law Maximilian Rohrbach and for employment law Alexander Fuchs have extensive experience in carrying out complex due-diligence reviews. We work in a structured, pragmatic and solution-oriented manner - with the aim not only of identifying risks but of showing concrete options for action. On request, we coordinate interdisciplinary teams with business advisers so that you receive every relevant aspect consolidated from a single source.

You benefit from clear, decision-oriented results: an understandable due-diligence report (including executive summary), a risk matrix prioritised by importance, concrete recommendations for contractual clauses (warranties / indemnities / closing conditions) and an action plan for the post-closing phase. In this way, due diligence becomes the robust foundation of your transaction - and not a mere box-ticking exercise.