Mergers & Acquisitions: Counseling and Choice of Method

This dissertation is a legal dogmatic thesis, the goal of which is to describe and analyze the current state of law in Europe in regard to some relevant selected elements related to mergers and acquisitions, and the adviser’s counsel in this regard. Having regard to the topic of the dissertation the focus is aimed and maintained at application and functioning of provisions of European federal corporate law and internationally accepted principles of the law of obligations. This study, however, is not about clarification of the reasons that urge for M&A operations, nor is it about judging the results of the transactions. This study is about synthesizing, on the one hand, the methods of M&A, and, on the other hand, several selected key elements, which any participating party, as well as their respective advisers, must be aware of, prior, throughout, and after the transaction: consideration, succession, taxes and fiscal neutrality, group-related issues, holding-structure issues, employees, stock exchange listing issues, and corporate nationality.