Dr. Maximilian Koch

Practice areas:

Dipl.-Kfm. Dr. jur. Maximilian Koch, attorney at law, is a Partner and Managing Director of MKRG (see also his profile at martindale.com). He specialises in advising – out of MKRG´s Dusseldorf office – private and public corporate law, in particular stock corporation law, transformation law, capital markets and finance law, domestic and international cross-border M & A transactions and corporate reorganisations as well as IPOs in particular of medium size companies. Furthermore, he advised on transactions and litigation regarding complex civil, commercial and corporate law issues. Dr. Maximilian Koch's economic expertise and comprehensive professional experience fit his legal background.

Major Projects in Corporate Law, Finance and Capital Markets Law:

• Legal advice in numerous mandates in respect of corporate law, e. g. executive remuneration (aftermath of the Mannesmann case, legal advice with respect to stock option plans etc.), and capital markets law, in corporate governance issues, preparation of supervisory board meetings and drafting of supervisory board resolutions;
   
• Legal advice pertaining to capital measures, affiliation agreements (Unternehmensverträge) and measures according to the German Transformation Act (Umwandlungsgesetz (UmwG));
   
• Drafting and cross-checking of complex invitations to shareholders’ meetings as well as legal preparation and attendance of shareholders’ meetings;
   
• Legal advice with respect to shareholders’ disputes accompanied with complex shareholder structures;
   
• Advising and drafting public tender offers according to the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz (WpÜG));
   
• Legal advice on issues regarding the German Securities Trade Act (Wertpapierhandelsgesetz (WpHG));
   
• Legal advice regarding European cash pool systems;
   
• Advising and drafting a prospectus in accordance with the German Securities Selling Prospectus Act (WpPG) pertaining to newly issued shares of a foreign stock corporation listed on the stock exchange in Frankfurt am Main;
   
• Giving comprehensive legal advice on establishing a German factoring company;
   
• Giving numerous expert opinions, in particular regarding complex corporate, takeover and capital markets law issues;
   
• Rendering numerous Legal Opinions relating to corporate as well as finance transactions;
   
• Advising a big British Mezzanine capital provider on a re-cap of a distressed target company;
   
• Aligning a stock option plan of an international concern listed in the USA with the requirements of the German capital markets law;
   
• Advising a German bank on structuring the collateral for its credit facility to be granted in the course of a PPP project;
   
• Advising a listed German raw materials concern on the restructuring of its financing;
   
• Advising a German real estate concern on the sourcing and structuring of its corporate mezzanine financing;
   
• Advising an investor on the acquisition of a life insurance portfolio in the USA;
   
• Advising a German metropolis on a very favourable settlement of a complex three-digit-million-Euros claim under German corporate law
   

Dr. Maximilian Koch`s past M & A practice comprises inter alia the following major closed transactions:

• Sale of Vossloh AG´s lighting division to Matsushita Electric Works., Ltd. (2002);
   
• Advising Saban Capital Group, Inc. on the KirchMedia transaction (2002/2003);
   
• Acquisition of a minority stake in CompuGROUP Holding AG by General Atlantic Partners (2003);
   
• Acquisition of the main shareholding in Beiersdorf AG by Tchibo Holding AG, HGV and Troma as buyers and, in this context, structuring and executing the  public self tender offer program of Beiersdorf AG (2003/2004) (www.juve.de);
   
• Sale of the main shareholding in TUI AG by WestLB AG (2004) (www.juve.de);
   
• First Management Buyout of the Maredo group (April 2005) (www.juve.de);
   
• Acquisition of the HOMANN group by IFR (2007) (www.juve.de);
   
• Second Management Buyout of the Maredo group (2008);  this transaction won MKRG the ACQ Global Award 2009 in the category "Small Law Firm of the Year - Western Europe" 

 Career:

• 1989-1992: Employed in the medium size plastics processing industry, finally as a manager of a company that constructed, produced and distributed injection moulded thermoplastic precision items in particular for the international TV set industry;
   
• Karmann Award 1993 for excellent works of particular importance for medium-sized companies;
   
• 1995-1997: Scientific associate with the international law firm Shearman & Sterling;
   
• 1997-1999: Assistant lecturer of Prof. Dr. Theodor Baums at the Institute for Commercial and Business Law of the University of Osnabrück;
   
• 2002-2005: Associate with the international law firm Freshfields Bruckhaus Deringer, Dusseldorf, sector group Corporate, Public M & A;
   
• Since March 2005: Senior Partner of MKRG (www.juve.de);
   
• 2010 Dr. Maximilian Koch's inclusion in the Best Lawyers® list for Germany in the practice area of Private Equity (www.bestlawyers.com)