Background - Practices (Details)

Corporate

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Our corporate lawyers offer a full-service practice, counseling clients on all aspects of business formation, transactional matters, restructuring, mergers and acquisitions, joint ventures, shareholder rights, executive compensation, financing, and litigation.

Our lawyers perform M&A, due diligence and restructuring work for European clients and subsidiaries of multinational clients. Our focus is on medium-sized transactions and Belgian aspects of larger multinational deals. We also assist clients in post-acquisition litigation, shareholders’ disputes, and directors’ liability issues.

We regularly assist clients with the establishment of new branches or subsidiaries for international businesses expanding into Europe. We provide guidance on business planning and offer the full-service corporate capabilities that emerging companies need after incorporation. This includes day-to-day corporate advice, company secretarial, commercial contracts, labor & employment law, privacy and data protection, products and services compliance and restructuring. We either assist our clients’ legal department or, where necessary, perform all the work that a legal department would otherwise undertake.

We can also rely on other resources within our firm, for example, our excellent intellectual property and antitrust practices, in order to ensure that we can assist our clients with the many issues that arise in corporate transactions.

Our Clients

Our clients range from large defense contractors to small information technology start-ups.

Several of our clients are part of multinational corporations, and we also represent several branch offices of U.S. not-for-profit associations, as well as trade associations.

We are delighted to have been able to work with growing companies across a wide range of industries and to share in the enthusiasm that comes with launching new ventures. What is more, this time spent investing in new companies helps us to support the next generation of established businesses, which we can then serve as a trusted advisor - having been there from the beginning.

We have particular experience with companies in the health care, pharmaceuticals and life sciences, technology, media and telecommunications, software and medical devices, services and consultancy, retail, defense, energy, and aviation industries.

Our Team

Our team deals with all areas of corporate and transactional law and litigation. It includes lawyers from various disciplines focused on learning about our clients’ business, which allows us to provide ad hoc and creative advice, taking into account all aspects of their needs and opportunities.

“Emmanuel Plasschaert, who heads the corporate and labour practice groups, is ‘responsive and pragmatic.’” Legal 500 EMEA, 2016

“Senior counsel Frederik Van Remoortel is ‘reliable like a Swiss watch.’” Legal 500 EMEA, 2016

“Crowell & Moring ‘stands out in terms of reliability.’” Legal 500 EMEA, 2016

“Crowell & Moring’s legal advice is regarded by clients as being ‘great value for money.’” Legal 500 EMEA, 2013

We are able to offer excellent support on an international scale thanks to our collaboration with a network of experienced colleagues in other jurisdictions. We also rely on our U.S. Crowell & Moring colleagues for clients expanding their business in the U.S.

Representative Matters

M&A

  • Assisted a multinational in the music industry with the acquisition of a Belgian group of companies.
  • Assisted a client with the sale of a Belgian MVNO to a competitor.
  • Assisted a multinational in the life sciences industry with the acquisition of a Belgian biotech company.
  • Assisted a multinational group in the divestiture of its fire and security division, including the IP and competition aspects of the transaction.
  • Counseled a client in the betting industry on the envisioned acquisition of a competitor gambling operation. Issues included shareholders’ rights, due diligence and the gambling regulatory framework.
  • Assisted a client with the sale of a majority share in a company in the film industry.
  • Assisted a client with the acquisition of a company in the telecommunications sector.
  • Assisted a multinational in the life sciences sector with the acquisition of a Belgian software company.

Incorporation and restructuring

  • Assisted several U.S. not-for-profit associations with the establishment of their Belgian branch office or new legal entity.
  • Assisted several trade associations with the establishment of their EU presence.
  • Assisted a U.S. company in the environmentally friendly cleaning industry to increase its Belgian presence and provided continuing support.
  • Assisted a client in setting up a Belgian joint venture company between a French and an Italian industrial group.
  • Advised a client on the merger of its Belgian group companies in the music industry.
  • Assisted several clients with their conversion to another legal entity, with capital increases and decreases, and with split-ups and acquisitions of all or part of an undertaking in conformity with the Belgian Companies Act.

Day-to-day advice

  • Acted as legal counsel for the Belgian entity of a U.S. multinational on corporate and commercial law issues – including company secretarial, contract drafting and review, day-to-day commercial advice, review of the sales agents network, disputes with sales agents and restructuring.
  • Company secretarial work for several Belgian entities of a French multinational.
  • Company secretarial work for a multinational in the music industry.

Litigation and contractual work

  • Drafted shareholder and management agreements for clients active in several industries such as the software sector, the music industry, and the building industry.
  • Assisted clients in disputes with their former managing partner or director.
  • Negotiated a convertible loan agreement for a start-up company.
  • Negotiated and litigated with respect to the restructuring of the Belgian operations of a company in the food sector.
  • Assisted a group of Belgian SMEs in settlement negotiations regarding a dispute between shareholders and directors.