Banking and Financial Law

International financial markets continue to be in the spotlight. It is becoming increasingly important for market participants to respond quickly to legal questions in banking and financial law. The reason for that is especially the new and constantly adjusted regulations, which must do justice to current developments and challenges. In addition to that, financial structures continue to evolve dynamically to adapt to technological innovations and regulatory changes.

GEMS SCHINDHELM advises on new and complex legal issues in banking and financial law. In close partnership with you, we will support you as a market participant. We accompany you from the start to the end of a project—often over several years—and support you from project planning to development of new and innovative financing to the negotiation and drafting of relevant contracts.

In addition to that, we share information with specialists from our other practice groups at all stages of the consultation. In particular, we collaborate closely with our colleagues in tax and corporate law. In cross-border projects, we work in coordination with the country offices of the Schindhelm Alliance.

Consulting Needs in Banking and Financial Law

Companies face the challenge of meeting legal and regulatory requirements while simultaneously achieving their economic goals. Banking law is particularly complex since it is not regulated by a single code of law, but rather by a variety of regulations in corporate law, civil law, tax law, and other norms, particularly banking and capital markets regulations.

Therefore, companies should take advantage of the ongoing support of a lawyer in banking and financial law. Typical occasions that require legal advice are:

• Financing and transaction structuring: Consideration of economic, tax, and regulatory aspects, e.g. in the case of real estate financing, project financing, and re-establishments of all kinds.
• Restructuring of financing: Adaptation to new economic situations.
• Financing disputes: Representation in judicial proceedings.
• International transactions: Consideration of different legal systems and regulations.
• Regulatory compliance: Compliance with national and international financial regulations, e.g. in the area of anti-money laundering (AML).

Our Expertise in Banking and Financial Law

The aim of our team at GEMS SCHINDHELM is to offer you simple and practical solutions in the complex area of banking and financing. We advise large and medium-sized companies, international groups, public institutions, as well as national and international banks and funds on all banking and financial law matters. We work in a variety of focus areas and offer tailored support for your specific needs.

How We Work

Banking and finance mandates are handled together with their corporate and tax aspects where required; tax matters are handled in coordination with tax advisers, and cross-border transactions in coordination with the country offices of the Schindhelm Alliance.

Our Specialties in Banking and Financial Law

Our work in banking and financial law includes:

• Acquisition financing — means the buyer’s financing when purchasing a business. The financing can be done by means of equity capital (internal financing) or by loan capital (external financing).
• Asset financing – means the provision of capital for the acquisition (or modernisation or expansion) of machinery, real estate, or technical assets for companies.
• Bank supervisory law, insurance and securities supervisory law, financial market supervisory law – We advise on regulatory and compliance issues.
• Due diligence – Prior to a transaction, a comprehensive–including legal–review of the target company is required to meet the standards of corporate due diligence. A due-diligence review serves the purpose of analysing risk and developing or adjusting the transaction structure.
• Money-laundering prevention – Illegally obtained assets must be averted as a preventive measure.
• Real estate financing – The acquisition, construction, or renovation of a property requires careful planning that takes into account future market conditions.
• Compliance with capital market law – During each capital market transaction and all activities in that context, laws and regulations must be followed to ensure market transparency, to prevent insider trading, and to comply with financial reporting.
• Intercompany financing / cash pooling – Cash pooling is the centralisation of liquidity management by aggregating various payment accounts. Thus, corporations can achieve better conditions with banks and reduce their financing costs. Special attention must be paid to avoiding a prohibited investment refund.
• Lease models (including sale and lease back and lease and lease back) – This special form of finance lease allows companies to make sales and then lease them back from the leasing company. Applied properly, companies can thus free up cash and continue to use the asset.
• Project financing – Structuring project funding requires careful risk analysis and the creation of detailed funding plans so that companies can get the capital for projects from banks and investors.
• Disputes in civil proceedings in finance - Companies need legal preparation for conflict resolution - in both in-court and out-of-court conflict resolution.
• Takeover law – An orderly, transparent, and legal process must be ensured while one company acquires control of another.
• Contract design for companies – Contracts between companies and other parties must be carefully designed to minimise legal risks and clearly define the rights and obligations of all parties involved.