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Corporate Law and M&A

The Corporate Law and M&A department provides comprehensive legal services, covering day-to-day business operations, corporate governance, restructuring, and shareholder agreements. They specialize in mergers, acquisitions, and private equity transactions, offering expertise in due diligence, deal structuring, and post-acquisition litigation, with a global network for cross-border transactions.

1. Corporate Law and M&A

Our corporate law department provides our clients strategic and commercial legal services in the full spectrum of corporate law matters, such as:

  • Managing the operational issues of day-to-day business
  • Legal audit
  • Negotiating, drafting and implementing partnership and shareholder agreements
  • Corporate governance: advising senior management and boards of directors on corporate governance and liability management, corporate governance policies, governance frameworks, disclosure, internal control and relationship with shareholders and other stakeholders
  • Changes of corporate form and other forms of corporate restructuring
  • Preparing and holding of shareholders’ meetings of listed and non-listed companies
  • Incorporation of Companies
  • Preparing fund documentation for investors and fund sponsors
  • Assisting in shareholders’ disputes
  • White collar crime

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2. Mergers & Acquisitions

Our team has extensive expertise in representing entrepreneurs, companies, (investment) banks, private equity firms and other investors for the successful completion of complex corporate and M&A transactions in Belgium and around the world.
In cross-border transactions, we are able to cooperate with lawyers from our large international network of experienced lawyers.

  • Venture Capital, private equity and strategic investments :
  • Corporate acquisitions (share and asset deals), mergers, joint ventures, buy-outs: 
    • Structuring of private M&A transactions
    • “Pre-contract” agreements
    • Due Diligence and risk assessment for  acquisitions
    • Sale and purchase agreements
  • Shareholders structuring and shareholders agreements 
  • Mezzanine funding 
  • Post-acquisition litigation

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Latest news on this expertise

Company directors  and dismemberment of property: the right reflexes to acquire.
News

25.04.2025

Tax Law

Company directors  and dismemberment of property: the right reflexes to acquire.

Company directors often use dismemberment of property to promote the acquisition of real estate intended either to house their company's offices, or to finance the purchase of a building intended to be made available to them as a benefit of any kind. These mechanisms are perfectly legal, although not much appreciated by the tax authorities, who control them very regularly, if not systematically.

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The Code Buysse IV: What’s new on the horizon?
News

19.03.2025

Corporate Law and M&A

The Code Buysse IV: What’s new on the horizon?

The Code Buysse has served as a guideline for good corporate governance in non-listed companies since 2005. Recently, a new version of the Code Buysse was introduced. In this article, we analyze the content and legal value of this corporate governance code.

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Belgium implements CSRD: SMEs also feel the impact
News

19.12.2024

Sustainability

Belgium implements CSRD: SMEs also feel the impact

On 28 November 2024, the law transposing the Corporate Sustainability Reporting Directive (CSRD) was approved by the Chamber of Representatives. Although the transposition had been due for implementation since 6 July 2024, it marks an important step towards a more sustainable and environmentally friendly economy. The directive came into force on 5 January 2023 and aims to modernise and strengthen the rules regarding the social and environmental (ESG) information that companies must report.

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Directors can be held personally liable
Case

25.11.2024

Corporate Law and M&A

Directors can be held personally liable

As already explained in the first part of our series of articles regarding the abolition of the quasi-immunity, it follows from the principle of "the quasi-immunity of the executing agent" that the person who effectively executes contracts on behalf of a company cannot be held liable for damages incurred by the company's counterparty. In practice, it was only in case of criminal misconduct that the executing agent could be held personally liable. This principle that extremely limited the liability of the execution agents (including directors), will be abolished by 1 January 2025. Note that along with the abolition of this principle, the New Civil Code also replaces the term "executing agent" by "auxiliary person". In other words, company directors are on the eve of significant changes regarding their personal liability for the performance of their duties.

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