Corporate law

Entrepreneurs are driven to build a flourishing business, able to continuously adapt in the face of changing realities. Their drive is directly proportional to the level of expertise of our dedicated corporate law team.

Our team advises companies, directors and shareholders on all relevant subject matters, such as the creation of a company, its daily operation, company restructuring, mergers, share transfers, bankruptcy and debt restructuring.

Sometimes prevention is not enough. When disputes arise after all, we are well positioned to assist our clients in the full spectrum of litigation.

We also handle the supervision of due diligence processes and M&A transactions across multiple sectors (ICT, hospitality, retail -food & non food-, entertainment & media, automotive, ...).

In addition, we also provide counselling on various restructuring processes with a view to introducing governance principles and taking into account the specific shareholder structure and operational needs of your company.

Services

Companies in difficulties - insolvency

We assist with procedures regarding:

  • restructuring (amicable or by court order) pursuant to the Companies’ Continuity Act
  • bankruptcy
  • procedures held before the Chambers of Commercial Investigation
  • alarm bell procedures

Company disputes

We counsel our clients on preventive measures and offer litigation assistance in the event of disputes between shareholders, directors, supervisors and stakeholders regarding take-over agreements, minority claims, forced resignation and/or transfer of shares, supervisory rights of shareholders, etc. 

Corporate housekeeping

Our dedicated corporate law team ensures a thorough follow-up on your company’s daily operation. This way, it is possible to act and react rapidly and to nip all potential problems and difficulties in the bud. We help you to:

  • prepare and organize your company’s general meeting
  • draft reports on behalf of the board of directors
  • carry out intra-group transactions or internal transactions
  • screen and update your company’s articles of association and company documents
  • publish and file amendments to your articles of association and the designation of directors

Dissolution and liquidation

The dissolution and liquidation of a company require technical knowledge of the procedure to follow. Our lawyers assist you with:

  • drafting a scenario for the procedure to follow
  • drafting all necessary reports and documents
  • taking care of the coordination with your notary and supervisor
  • establishing contacts with the legal authorities and filing requests for homologation
  • drafting plans for dissolution and liquidation

Financial reporting

The legal obligations lying with company directors are constantly getting stricter. In order to protect contracting parties, consumers and creditors, the board of a company is required to file an annual financial report. The non-observance of this obligation entails serious liability risks for the company and its directors. Based on the principle that “prevention is better than cure”, we assist you with:

  • the drafting and filing of the annual statement of accounts
  • the financial reporting in the event of restructuring
  • the alarm bell procedure
  • the reporting of all necessary data in the event of a liquidation

Liability of directors / supervisors

Our different dedicated teams are closely working together. Hence, we have acquired the necessary expertise to assist company directors and supervisors in the event of liability claims both in the field of civil law and criminal law.

Organizations - social & non-profit entities

Social and non-profit organizations (NPO, foundations, INPO, professional associations, organizations with social purpose, …) have a specific type of structure and operation. Our dedicated corporate law team has the required knowledge to meet the needs of your organization.

Shareholder agreements & joint ventures

It is recommended to make proper prior arrangements to guarantee a good understanding between the shareholders of your company and to smooth the operation of your business. When your company enters into an advanced commercial cooperation with one or more commercial partners, we ensure that proper legal attention is paid. The combined expertise of our dedicated teams is used to draft:

  • agreements on the transferability of shares
  • agreements on exercising voting rights
  • agreements on the functioning of the administrative bodies of the company
  • option agreements, bond loans, preferential dividend structures, issue of warrants, etc.
  • investment agreements
  • joint venture structures and agreements

Start-up and creation

We provide advice and assistance during the start-up of a business activity:

  • advice on the most suitable form of business, type of cooperation or company form (partnership, general partnership, limited partnership, company with limited liability, special partnership, cooperative company with limited liability, public limited company, …)
  • advice regarding decision making and administrative structures
  • advice regarding powers of representation
  • drafting of articles of association
  • publishing of the articles of incorporation

Take-over and restructuring

Financial, commercial or other grounds could give rise to the necessity to alter the company’s structure, to tap into new markets, to initiate take-overs or to hive off company branches.

Our dedicated team is specialized in:

  • advice on company group structures
  • mergers and (partial) scissions of companies (whether or not cross-border)
  • contribution of a universality or a branch of activities
  • transfer of shares
  • transfer of goodwill and asset deals
  • negotiation and assistance during take-overs and sales processes
  • development of financing structures
  • advice and assistance regarding family businesses, succession and estate planning
  • execution of due diligence tasks and legal risk analysis
  • drafting of a memorandum of information and agreement of intent

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