Dr. Thomas Poschenrieder, M.A.
Dr. Thomas Poschenrieder specializes in Corporate Law, Transaction, Private Clients and Tax Law.
Dr. Poschenrieder advises companies, entrepreneurs and private individuals on all aspects of corporate law and tax law, on national and international corporate transactions as well as on the structuring and transfer of assets. A particular focus of his work is advising medium-sized and family-owned companies and their shareholders, venture capital investors and start-ups. He also advises and represents our clients in disputes under corporate law, inheritance law and tax law as well as in disputes following corporate transactions.
Work highlights
Corporate Law:
- Advising and representing a large number of listed and non-listed companies as well as their board members and shareholders on corporate law, directors’ and officers’ liability and compliance issues
- Advising several national and international corporations and groups of companies on profit and loss transfer agreements
- Corporate law advice to various international clients on inbound transactions (formation of companies; amendments to articles of association; corporate housekeeping)
- Advising on the formation of a large number of companies of various legal forms as well as on capital increases and liquidations
- Revision of a large number of articles of association of large medium-sized and family-owned companies as well as stock corporations, including advising the family branches of three large family-owned companies on the drafting of the articles of association of the holding companies
- Advising various freelance partnerships (lawyers, tax consultants, doctors) on the admission and withdrawal of shareholders
- Advising and representing several shareholders and shareholder families in and out of court in corporate law disputes
Transactions:
- Advising a listed company in the context of a hostile takeover
- Advising a family holding company on the sale of the family business to a private equity investor under agreement of a substantial re-investment
- Advising a strategic investor on joint investment with US private equity fund in insolvent hospital and establishment of medical care center
- Assistance in the purchase and sale of a number of companies and parts of companies by way of share and asset deals, including due diligence processes and the preparation of legal opinions
- Advising a large single family office on reorganisation
- Advising a large number of investors on equity and debt investments in companies and on drafting investor agreements
- Advising various start-up companies, private individuals and family offices on equity, mezzanine and debt investments in start-ups, secondary investments, management and employee shareholdings as well as on exits
- Advising and representing an international group on appraisal proceedings following the conclusion of a company agreement and after a squeeze-out
- Advising and representing national and international clients in and out of court in post-M&A disputes
- Advising and representing an international group on appraisal proceedings following the conclusion of a company agreement and after a squeeze-out
- Advising and representing national and international clients in and out of court in post-M&A disputes
Private Clients:
- Introduction and updating of three family business governances
- Founding various real estate companies and structuring a tax-privileged housing company
- Advising on succession planning during the lifetime in a large number of business families, including the drafting of partnership agreements and AoAs
- Drafting several pooling agreements to obtain inheritance tax benefits for business assets
- Advising individuals and spouses on succession planning, including the drafting of prenuptial agreements and change of marital property regimes
- Advising heirs and communities of heirs on the settlement and distribution of estates, in particular where foreign assets and company shareholdings were included in the estate
- Advising heirs and beneficiaries of compulsory portions on the preparation of notarised estate inventories in several cases
- Advising and representing heirs and beneficiaries of compulsory portions out of court and in court in inheritance disputes, in particular in disputes over compulsory portions
- Preparation of expert opinions on issues at the interface of inheritance and company law for communities of heirs and executors of wills
Tax Law:
- Tax advice on the conclusion of an internationally syndicated loan
- Tax advice in several M&A proceedings, including due diligence processes and negotiation of tax clauses
- Tax advice on several property investments
- Tax advice on choice of legal form and acquisition structuring
- Tax advice on reorganisations, some with cross-border implications
- Tax advice on profit and loss transfer agreements
- Support during tax audits, also for major international and national groups
- Advising various freelance partnerships (lawyers, tax consultants, doctors) on the admission and departure of partners
- Inheritance and gift tax advice, sometimes including foreign assets
- Advice on private clients moving abroad
- Tax advice and representation before tax authorities and tax courts
Publications
- Das Agio im System des Kapitalschutzes der Unternehmensfinanzierung - Aktien- und GmbH-Recht im Vergleich mit den Regelungen des englischen und europäischen Rechts, Carl Heymanns Verlag, AHW Bd. 263, forthcoming
Education & Engagement
- Board member of the Exzellenz Cluster Deutschland e.V.
- TQM Assessor, EFQM Qualified Assessor
- Assessor of the Initiative Ludwig-Erhard Preis initiative(2020, 2022)
- Member of the German Association for Corporate Law - Wissenschaftliche Vereinigung für Unternehmens- und Gesellschaftsrecht (VGR) e.V.
- Member of the Münchner AnwaltVerein e.V.
- Member of the German Bar Association e.V.
- Member of the Inheritance Law Working Group of the German Bar Association e.V.
- Member of the Alumni and Support Association of the Faculty of Law of the Ludwig-Maximilians-University Munich e.V.
- Member of the Association of Friends and Alumni of the Max Planck Institute for Tax Law and Public Finance e.V
Education
- Doctorate at the Ludwig-Maximilians-University (LMU) Munich
- Legal clerkship at the Higher Regional Court of Munich (2nd state examination)
- Assistant at the Ludwig-Maximilians-University (LMU) Munich (Prof. Dr. Hans-Georg Hermann) and at the Max-Planck-Institute for Tax Law and Public Finance (Prof. Dr. Dr. h.c. Wolfgang Schön)
- Law studies at the Ludwig-Maximilians-University (LMU) Munich (1st state examination)
- Studies of Greek and Latin Philology and Philosophy at the Ludwig-Maximilians-University (LMU) Munich and at the University of Oxford, St John's College (Magister Artium)
- Scholarship holder of the scholarship system of the Free State of Bavaria
- Scholarship holder of the Maximilianeum Study Foundation
- Scholarship holder of the German National Academic Foundation
- Online scholarship from e-fellows.net
- Doctoral scholarship of the Max Planck Society
- Languages: Deutsch, Englisch