INTERDISCIPLINARY SERVICES

Our strength lies in the close integration of our experience and expertise in providing tax, legal and economic advice to our clients.

The processing of the classical tasks gives us insights into weak points and potentials, which can be identified and thus be lead to a solution.

For this, we make use of the versatile qualifications in our firm to find the optimal solutions for our clients. Many different subject areas are covered by the interdisciplinary orientation of our partnership. Often complex facts have to be analyzed and problems have to be solved or designed, where a simple qualification as a tax consultant, auditor or lawyer reaches its limits.

Our experience and the high level of client satisfaction have shown that successful consulting and structuring is based on the good cooperation of professionals from different fields of law and double qualification.

We would like to present some of these topics as examples and give an overview of the interaction of our individual competences.

Start-up consulting

Which legal form is the right one for my business? What tax consequences does this legal form have for me and possibly for new shareholders? Do I need a limitation of liability? Do I have to include regulations in the articles of association now, even if other partners will only join later? What costs are associated with a company? Which type of financing is the right one for me? How much starting capital do I need? Will I get a loan for this and how do I have to present myself to a bank with which documents? Do I have to register with other authorities besides the tax office and if so, what do I have to do?

These questions are by no means exhaustive. However, it is immediately clear that economic, fiscal and also legal questions are raised in the course of a foundation, which we can all answer from one source. In addition to this activity, we are of course also available for the development of your business plan and for discussions with your house bank. We also have notaries in our network, so that the individual drafts can be easily implemented there or with your house notary.

Especially in the context of the start-up consultation, we think it becomes very clear what the interdisciplinary consulting approach means in practice.

Auditing

  • Certification and plausibility checks of business plans
  • Brand, patent and license valuation
  • Audit of contributions in kind

Tax consultancy

  • Development of business plans
  • Support with official registrations; e.g. with the tax office or social insurance agency
  • Preparation and accompaniment to discussions with the bank

Legal advice

  • Organization of business start-ups and restructuring
  • company agreements, choice of legal form, choice of structure for operational business and asset allocation
  • Development and modification of all necessary draft contracts

Company Succession

Entrepreneurs are often faced with the question: What is the long-term future? Who will manage the company after me? How long do I want to be self-employed? How do I involve the next generation?

When it comes to succession planning, we support you in developing a concept, which initially aims to implement your wishes in terms of legal protection. We will show you possibilities and will work out a concept with you and your relatives. Content may be the protection oft he transferring generation, gradual operative participation of the younger generation, formation of family pools or asset management companies to structure in consideration of income and gift tax. In addition to the economic level, we advise you on a private level (e.g. precautionary powers of attorney). Additionally, from a tax perspective, the burden of gift or inheritance tax can be forecasted (either roughly or as a preliminary stage of a gift tax return). The valuation of company assets and their structure are also relevant for other tax aspects. Once the concept has been agreed upon, taking into account all tax aspects, we can draft the relevant contracts or testamentary provisions, so that your wishes can then be implemented.

If there are special constellations or if there are no successors in the family, a concept for the participation of employees or external third parties by disposal can also be developed and implemented (see also M&A transactions).

Auditing

  • Business valuation as consultant or expert
  • Preparation or audit of interim financial statements
  • Business management consulting and analyses



Tax consultancy

  • Consideration of income and gift tax framework
  • Consideration of the income tax situation; e.g. operational split and avoidance of tax realization in case of the lack of liquidity inflow
  • Tax burden comparisons in succession planning

Legal advice

  • Development of contracts; including donation contracts, testaments, precautionary power of attorney, advanced health care directions and custody of persons of full age
  • Consolidation of fragile structures, such as special business assets or company splits

M&A transactions

The purchase and sale of a company involves many different facets, which make interdisciplinary consulting absolutely essential. The acquisition of a company does not just begin with the development of the necessary contracts, but with strategic considerations such as who is the right group of buyers and what purchase price range is realistic. Depending on whether the buyer or seller side is advised, either essential business, tax and legal framework conditions must be examined or prepared for such an examination (buy-side or sell-side due diligence).

If risks emerge during these due diligence processes, they can become directly relevant to the purchase price or be reflected in guarantees in the purchase agreement. Therefore, it is advantageous if there is consistency in the team of consultants so that economic risks are negotiated and subsequently processed in a legally correct manner in the drafts. Also central decisions regarding tax aspects must be clearly presented in the drafts (purchase price allocation, VAT treatment of the transaction, etc.).

Finally, it must be ensured that all negotiation results are accurately reflected in the drafts. However, this requires that the economic facts are known in their entirety to the lawyer who develops the drafts. In our experience, mistakes can quickly occur here if, for example, the results of the legal or tax due diligence or the previous economic negotiations, e.g. with the auditor or tax consultant, are not clearly represented in the contract.

Tax consultancy

  • Accompanying tax due diligence (check for tax risks)
  • Purchase price allocation to create clear structures for capitalization and depreciation in commercial and tax law






Auditing

  • Examination of corporate memorandums and corporate plans used to determine the purchase price
  • Audit of annual and interim financial statements
  • Valuation of companies, parts of companies and investments



Legal advice

  • Support for legal due diligence (check for legal risks)
  • Development and modification of all necessary contracts; both for the practices of freelancers and for corporate transactions
  • Development of contracts for structural changes in companies (mergers, spin-offs, demergers, real divisions, contributions and changes of legal form)

Restructuring

Companies in crisis need a broad spectrum of consulting services. On the one hand, it is a matter of repositioning the company and maneuvering it out of the crisis, which requires exact and always up-to-date figures in order to be able to immediately recognize deviations of the actual figures from the planned figures. This gives the ability to take advantage of intervention options at an early stage. On the other hand, new financing is required on a regular basis, which means that the contract with the bank must also be negotiated and reviewed in detail. Furthermore, frequently individual creditors or even shareholders are willing to stabilize the company in the crisis by deferrals, subordination or waivers. The tax consequences of the reorganization measures must be precisely determined in advance so that there are no taxes triggered unintended by these reorganization measures.

Tax consultancy

  • Avoidance of tax realization in the Restructuring phase; e.g. creditor waivers, subordination
  • Avoidance of the loss of tax loss carryforwards
  • Avoidance of the disclosure of hidden reserves during restructuring


Auditing

  • Audit reviews of earnings and liquidity plans
  • Creation of a restructuring concept
  • Assessment of the existence of reasons for opening insolvency proceedings



Legal advice

  • Accompaniment of contracts for new/refinancing
  • Accompaniment of restructuring transactions
  • Conducting negotiations; e.g. for deferrals, partial waivers, instalment of payment plans
  • Adjustment of the structure as well as examination of contestation- and liability risks

Criminal tax law

Criminal tax law is an area in which we act as tax consultants, lawyers and tax law specialists in a more integrated manner. It is mandatory, that all areas are precisely coordinated. A purely tax-related discussion, without consideration of the point of criminal intent, is just as ineffective as a purely legal argumentation, without knowing whether the claim for back taxes claimed by the tax authorities is actually correct in terms of reason and amount. Decisions of the federal courts which deny the tax claim although the taxpayer has already been convicted criminally must be avoided. Also, in criminal proceedings the requirements for evidence are completely different from, for example, the requirements in appraisal proceedings within a regular tax audit. Both systems (substantive tax law and criminal tax law including the respective procedural law) must always be mastered and correctly applied.

Tax consultancy

  • Expert opinions on tax law issues
  • Advice on subsequent declarations / self-disclosures
  • Concepts and guidelines for the detection of criminal tax law risks in the company



Legal advice

  • Expert opinions on criminal law issues
  • Defense of tax offences
  • Criminal law preventive consulting
  • Notifications in ongoing criminal tax proceedings
  • Appeals against search, seizure, arrest and forfeiture