BRANDI lawyers.
Dr. Rüdiger Osten
About me
- Born in 1981
- Legal studies at the Universities of Münster and Jena
- First Exam ("1. Staatsexamen") in 2008
- Assistant at the Research and Documentation Services of the German Bundestag in Berlin
- Worked for an international tax consultancy in Hanover
- Legal clerkship ("Refrendariat") at the Celle Higher District Court
- Second (Bar) Exam ("2. Staatsexamen") and bar admission in 2012
- Attorney with Ernst & Young Law (Hanover office), 2012 - 2013
- With the firm since 2014
- Doctor of Laws (Dr. jur.) in 2015
Competence
Commercial and distribution law
International distribution (export and import)
- International supply agreements
- International supply framework agreements
- International agency agreements
National distribution
- Delivery agreements
- Purchase agreements
- Delivery framework agreements
- General Terms of Purchase and Sale
- Warranty regulations
- Guarantee agreements
- Quality assurance agreements
- Inco terms
- Product liability law
- Agency agreements
- Distributor contracts (including distribution cartel law)
- Transport law
- Non-disclosure agreements
Tax law
- Conduction of objection proceedings with regard to all tax types
- Representation in liability proceedings
- Preparation of and support during audits
Corporate law/M&A
Incorporation
- Selection of the legal form (corporate law and tax law)
- Drafting of the partnership agreement, further agreements between the partners
- German stock corporation and private company law (e.g. OHG, KG, GmbH & Co. KG, GmbH, AG, KGaA, eG)
- Trust
- Voting trust, pool and consortium agreements
Life and growth of the company
- Conduction of general meetings and partners' meetings
- Growth financing, corporate finance (borrowed and own capital, cash pool, bank loans, leasing, leasing, factoring, forfaiting, asset-backed securities, mezzanine financing, bonds, bonded loans)
- Participation rights, silent partnerships (typical, atypical)
- Private equity companies
- Subsidiaries (foundation and acquisition, foreign subsidiaries)
- Partnership agreements, affiliation agreements (in particular control and profit and loss transfer agreements)
- Corporate compliance, corporate governance
- Cooperation agreements, joint ventures, join ventures in Germany and abroad
- Takeover of other companies (M&A)
Restructuring
- Transformation law, transformation tax law
- Consolidation, split, restructuring, contribution, merger
- International mergers and control agreements
- National and international holding structures
- Support during company reorganization
Purchase and sale of companies (M&A)
- Preparation of the purchase of a company (tax optimization, bundling of the assets to be sold, separation of assets, sales brochure)
- Determination of the type of sales process (e.g. auction, sale to competitors)
- Transaction structure (in particular asset or share deal, tax aspects)
- Transaction management
- Agreements prior to due diligence (e.g. non-disclosure agreement, letter of intent)
- Preparation and execution of and support during due diligence (including installation of a(n) (electronic) data room)
- Negotiations
- Drafting of the company purchase agreement
- Distressed M&A, acquisition from the insolvency administrator
- Purchase of a foreign company
- Purchase by a foreign purchaser
Corporate tax law
- Company related corporate and income tax law
- Inheritance and gift tax law
- Conversion tax law