Corporate Law
Decisions about ownership, capital and structure rarely sit at the top of the agenda — until suddenly they do. When a co-owner wants out. When an investor is coming in. When the next generation takes over. When disagreement between owners moves from principle to practice. At that point the outcome is no longer determined by negotiation, but by the framework already set in the shareholders' agreement (ejeraftale) and the corporate structure. It is rarely too late to act — but often too late to act freely.
When to seek
advice
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You are about to establish a company or a new ownership structure and want the legal and tax framework in place from the start — before the structure constrains future choices.
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You have co-owners, or are about to, and want ownership, voting rights, exit mechanisms and decision-making clearly regulated — before the first disagreement arises.
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Your company is about to receive outside investment — and you want to understand what dilution, investor rights and governance terms actually mean for the existing owners.
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Your capital structure has not kept pace with the company's development and needs a systematic review — before it begins to limit the company's options.
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You are considering restructuring: a holding company, a merger, a demerger or a business succession — and you want the corporate and tax consequences mapped out.
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Disagreement has arisen between the owners over strategy, dividends, management or the future — and there is no clear mechanism to resolve it.
What we work with
Choosing between ApS, A/S, P/S and other forms with an eye to liability, tax and future capital structure. The right corporate form is the foundation for everything built on top of it.
Rights of first refusal, drag-along, tag-along, exit mechanisms and voting rules. A good shareholders' agreement prevents disputes — and resolves them effectively if they arise anyway.
Term sheets, investor agreements and convertible instruments. We protect existing owners' rights and ensure clear understanding of dilution, investor rights, governance and exit terms.
Mergers, demergers, contributions in kind and capital contributions. Group structures that optimise profit distribution, contain risk and give the business strategic flexibility.
Transfer to the next generation or to management. Corporate and tax planning that ensures a smooth handover — and preserves the value of the business.
Counsel and representation in disputes over ownership, corporate governance and the rights of minority shareholders. Clarity on what the law — and the shareholders' agreement — actually entitles you to.
How we work
Corporate law is rarely a linear task. But most engagements follow the same underlying structure — from diagnosis to operation. That is the path behind the work, whether the assignment is a shareholders' agreement, a capital raise or a business succession.
We don't take the assignment at face value. The right question is asked before the solution is designed.
The alternatives are mapped — civil-law, tax and commercial. The client chooses on an informed basis.
Shareholders' agreements, articles of association and holding models are designed as one coherent whole. Corporate law and tax are handled in parallel.
Negotiation with counterparties. Signing, registration and coordination with auditor and bank through to final completion.
The adviser who designed the structure knows the history when the next decision needs to be made.
What sets our approach apart
We know capital structures and investor relations from the inside — from the first external capital injection to exit or business succession. Advice is grounded in the company's stage and ambitions, not in standard models.
We think five years ahead, not just the current transaction. A corporate structure is the foundation for everything that follows — and should be built right the first time.
Corporate law, tax and M&A are interconnected. At HECHT:RIGAS you only need one adviser to see — and handle — the whole picture.