Capital Markets

Capital markets law
is highly complex.
Good to know someone
who simply understands.
Franzisca Stuckenberg, lawyer

On the one hand: broad technological possibilities. On the other hand: strict regulation. It’s good to have a partner who can walk that tightrope.

Markets are volatile.
Our advice is enduring.

Ever since the financial crisis of 2007-2008, capital markets – and the regulations which govern them – have been in a state of upheaval. On the one hand, the market has been flooded by a “regulatory tsunami” that shows no signs of ebbing, with regulatory requirements increasing in both scope and complexity. On the other hand, however, new and previously unknown financing opportunities are opening up to issuers in Germany – some resulting from the EU initiative on the CMU (Capital Markets Union), and others emerging in the wake of advancing digitalisation.

The aim of the CMU is to strengthen the capital market focus of the European financial system. Amongst other things, this has led to the development of new issuing paths with lower transaction costs for medium-sized companies.

With the advance of digitalisation in the financial market, the focus on financing via digital platforms grows stronger. At the same time, new technological developments such as DLT (distributed ledger technology) and blockchain are opening up a world of new opportunities.

As the regulatory and technological landscape evolves, market players (issuers, issuing banks and their advisers) need to adapt to the new terrain. Capital market players also face a number of challenges which are unrelated to the new developments. Corporate finance, stock corporation law, securities law, investor protection, capital market regulation, corporate governance and compliance – all these aspects are interconnected on the capital market.

Here at GSK Stockmann, our expert lawyers provide you with the advice and support you need to master these challenges. We will help you find the financing structure which best suits your business and your financing requirements, and support your entrepreneurial initiative. We will also protect your investments on the capital market. Last but not least, our comprehensive spectrum of advisory services includes extensive tax expertise. Regardless of whether you are an issuer, an investor or an issuing bank – we not only understand the market, its instruments and its regulations. We also understand you and your particular needs. In line with our claim: Your goals are our benchmark – Your perspective.

Expert knowledge is always in high demand. No matter the markets’ development.

Markets in focus

If you want to make the most of every opportunity for growth across the board, top-notch support is a crucial ingredient. Our bundled expertise in all sectors and markets is the answer.

In recent years, the boom in the equity capital markets (ECM) has been driven largely by institutional investors. Alongside bank loans, the equity capital markets have long been an established instrument for financing German companies

While in Germany and Europe debt capital is still predominantly provided by banks, the share of capital market transactions has risen sharply in recent years. In many cases, debt capital financed independently is a more attractive option for companies – not least because of the associated flexibility in terms and conditions.

Your contacts.

Understanding your perspective. And finding the best solution.
That is our mission (from left to right):

Andreas Heinzmann, LL.M. eur.

Partner*

+352 271802-30

andreas.heinzmann@gsk-lux.com

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Dr. Markus Söhnchen

Partner*

+49 69 710003-0

markus.soehnchen@gsk.de

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Key areas of advice

In the capital markets sector, GSK Stockmann advises national and international clients on all types of capital market transactions in Germany, Luxembourg and Europe. As and when they arise, we also answer questions on capital market law, stock corporation law, regulatory law as well as on compliance with post-issuance obligations.

Our lawyers have the experience and expertise required to provide advice and support with all relevant areas of capital market law in Germany and in Luxembourg. In addition, we focus on providing legal advice and support in the following areas:

We advise German and foreign issuers as well as banks in their role as issuers on the issue and placement of shares.

We provide support with flotation on the stock market, capital increase, pre-emptive rights, block trades and private placements. The legal advice we offer covers the entire transaction cycle – from drafting contracts between issuers and banks to conducting legal due diligence checks, answering questions on the (pre-IPO) placement of shares, preparing prospectuses and other placement documents, managing approval procedures with the relevant supervisory authorities (BaFin in Germany and the CSSF in Luxembourg) – and all the way through to the necessary coordination with the stock markets.

Besides handling the admission of shares for trading on the regulated market, we also offer legal advice and support for OTC trading, particularly on the Deutsche Börse (German Stock Exchange) scale segment for small and medium-sized enterprises, and the m:access segment of the Munich Stock Exchange. We also offer our clients advice and support with delisting (removal of a listed security from the stock exchange) or switching between a regulated market and a non-regulated market (downlisting or uplisting).