All practice areas

The capital market is a key driver of economic growth and innovation. It facilitates medium- to long-term financing for investments and ensures that both companies and the public sector have access to capital. At the same time, the capital market is subject to complex and constantly evolving regulatory requirements designed to protect the diverse—and sometimes conflicting—interests of market participants. Whether preparing for an initial public offering, issuing financial instruments, or ensuring compliance with national and international regulations, KWR serves as an experienced partner to companies, issuers, investors, and financial service providers.

Legal advice in capital markets law requires not only sound legal expertise but also a deep understanding of economic contexts, market mechanisms, and regulatory frameworks. This is precisely where we come in: We ensure that capital markets law requirements align with and harmonize with our clients’ strategic and economic goals—the aim is to deliver clear, structured, and practical solutions.

Our expertise covers the entire spectrum of capital markets law issues and ensures that the legal challenges associated with participating in the capital markets and issuing financial instruments are successfully addressed. We support you from strategic planning through to operational implementation—with the goal of structuring your transactions in a legally sound, efficient, and goal-oriented manner.

Capital Market Transactions: Initial public offerings (IPOs), capital increases, or the placement of bonds and other financial instruments are often decisive steps for companies and the financial service providers involved. We support you in particular with

  • the preparation and execution of IPOs and SPOs,
  • the public offering and admission to trading of securities and other financial instruments (e.g., subordinated loans, crowd investing), as well as in connection with crypto-assets, including the preparation of securities prospectuses and information sheets and coordination with regulatory authorities.

Our focus is on safeguarding your interests while simultaneously meeting the high standards of the capital markets.

Capital Markets Compliance: Another key area of our practice is providing support in the implementation and adherence to capital markets compliance regulations. The regulatory requirements and obligations for issuers—such as those under MiFID II and the Securities Supervision Act 2018 (WAG 2018), the Market Abuse Regulation (MAR), the Stock Exchange Act 2018, the Capital Markets Act 2019 (KMG 2019), or MiCAR—are diverse and demanding. We help you fulfill these obligations and support you in particular with

  • Questions and disclosures regarding ad hoc publicity,
  • Directors’ dealings notifications,
  • Issues related to disclosure of shareholdings, or
  • The establishment, further development, and compliance with internal compliance systems.

Insider Trading and Market Abuse Law: In addition, we provide comprehensive advice on issues related to insider trading and market abuse law. Whether it involves preventive measures to avoid violations or defense in cases of suspicion—we develop strategies and clear processes that strengthen your position and minimize legal risks.

Investor Relations: A transparent and legally compliant communication and disclosure policy is crucial for gaining and maintaining market confidence. We support you in your interactions with investors, analysts, and (regulatory) authorities.

Disputes and Proceedings: Should disputes (under capital markets law) arise, we represent you in regulatory proceedings as well as in out-of-court negotiations or in court. Our goal is to represent your interests assertively and in a solution-oriented manner—whether in matters of prospectus liability, liability claims, or proceedings involving market manipulation.

With KWR at your side, you benefit from comprehensive, practical advice that harmonizes and integrates legal certainty with your business objectives. We see ourselves not only as legal advisors but as strategic partners who help you capitalize on opportunities and minimize risks.

We advise on the structuring and execution of equity and debt financing as well as other capital market transactions—from the initial concept through to the legally sound drafting of offering documents. Such (domestic and international) transactions include, among others

  • Issuances of equity and debt instruments,
  • hybrid financings, and
  • transactions involving cryptocurrencies.

We assist issuers and market participants with all matters relating to securities and stock exchange law, in particular

  • with questions and disclosures regarding ad hoc disclosure requirements,
  • with directors’ dealings reports,
  • issues related to disclosure of shareholdings,
  • questions regarding insider trading and market abuse law,
  • questions regarding and dealing with regulatory developments (such as the recent EU Listing Act), including direct communication with supervisory authorities.

A key focus of our practice is advising on takeovers of publicly traded corporations under the Takeover Act. We assist bidders, target companies, and other parties involved in public takeover bids and support you throughout the entire process,

  • from structuring the bid,
  • through the preparation of the bid documents,
  • to coordination with the Takeover Board.

We support and assist applicants in licensing procedures for financial service providers, particularly in the areas of

  • investment services (MiFID II/WAG 2018),
  • payment services (PSD/ZaDiG 2018), or
  • crypto-asset services (MiCAR / CASP).

Capital market transactions often involve complex corporate law measures. We advise on reorganizations and corporate restructurings, taking into account capital market, corporate, and regulatory requirements, and ensure that they are implemented in a manner that is optimal from both a legal and economic perspective.

Another key area of our practice is advising on corporate governance structures and the duties of corporate bodies, particularly from the perspective of capital markets law. We assist board members, managing directors, and supervisory board members with

  • fulfilling their duties as corporate bodies,
  • implementing and further developing governance structures, and
  • ESG structures and processes.

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