Q&A | Prof. Dr. Jochen Bauerreis | Cross-Border M&A

Hello, I’m Yan. I am a German and French lawyer and I am the managing partner and the sole shareholder of the law firm ABCI located in the Frenchy area of Strasburg. from a strictly legal point of view, we have two legal entities, a French one and a German one.

But we understand ourselves, our teams as a unique law firm, a cross-border law firm. I have been practicing German law since 2001 because I was admitted as a German lawyer in 2001 and French law as from 2005. Well, besides my activity as a lawyer, I’m also a professor of law, university lecturer, and I’m teaching international, transnational, and European business law in several countries, especially in France and Germany. in English, German and French. What about my main fields of activity?

I think I can distinguish three different activities. The first one is of course as from the beginning the cross-border motor and acquisition. The second is everything linked to negotiation management for our clients in both contractual matters but also dispute situations.

And the third one is rather close to the second one because I am not so interested in state court litigation because I prefer arbitration, international commercial arbitration. Our law firm stands alone by a full integrated German French approach. So we are not only a team of French lawyers and a team of German lawyers but we are working very very closely together. I will give you an example. If I have a file concerning French labor law, then of course I will put on this issue the

Frenchbased lawyer. But he or she will not work solely on the file but cooperate very closely with the equivalent member of our team is specialized for German law because we realize that we can only give best legal advice in one legal system if we understand completely and concretely what are the needs what are the expectations of our clients. So we are a really crossborder working law firm.

Initially our clients were basically small and middlesized enterprises located in Europe, located in Germany and France and international groups of course but we are more and more working for international groups coming outside from Europe who want to invest in Europe to enter into the European market and wonder whether it’s better in France or in Germany or another country to start their activity.

So we need a a very highly qualified team of multi-jurisdictional lawyers and then we can give the best legal advice and we can develop the best strategic solutions for our clients. That’s a very very good question and I am delighted to share some of the most interesting aspects of my career the highlights or the milestone cases.

basically I think there are three different periods in my career. The first one at the very beginning about 2006 2007 I was a young managing partner of my German law for firm and in charge of a a deal a big deal. We were talking about a transaction value of about I think 120 millions of euro and we advised the shareholders of a German company a global player with about more than 10 subsidiaries abroad in an spa for a French company. So we had a

very very tight deadline because everything had to be handled within less than two months as I I remember. And so we started immediately with the LOI. We opened the data room. We carried out for the purchaser everything for the dil due diligence, the legal audit, the financial audit, the tax audit and then we started very very quickly with a negotiation phase and had a signing I think about one day or two day before Christmas with a closing that took place in Paris in

January in 10 or 15th January 2007. So it was a success for our clients, it was success for the purchaser and our and also for my team and personally I was very proud have s to have succeeded in in so few time all the different things but I think there are especially two points for me that are important from the retro perspective. First one is that I understood that international business lawyer is not only giving legal advice. It is even not only developing strategic solutions for

our clients. It is the coordination. It is to make the job of a project management. So I had to manage with a multi-jurisdictional teams from our client from the purchaser and this is something quite different than the usual job a lawyer is doing. The second point is even more important because I have a a B cultural belinguistic Franco German profile and it was precious for this deal because of course due to the economic role of the deal and the provenience

of the different members of our teams everything has been discussed in English and the contracts the agreements have also been drafted in English. So we were around a big table with everybody and everything happened in English but the main milestones in the negotiation have been done by my French colleague the confident lawyer of the purchaser and myself. So in small talks apart not around the big table we were taking we were taking the the decisions and so I realized that without this profile

probably we would not have succeeded to handle everything in less than two months. Well, this was the beginning of my career and of course I am still today working on cross-border merger and acquisition. But in the middle of my career, second period about 2010, 2015, I realized that even if I have always been very interested in arbitration and I have done a lot of things for university by teaching, by making researches, publishing arbitration was not really a a topic for my lawyer practice and so I

decided to obtain the very very rare qualification of a French lawyer specialized in arbitration. We are today I think less than 15 people in France and there’s only one in Strasburg. And I also accepted the function as a secretary general of the European arbitration court in Strasburg which gave me an impressive overview of what are the administrative issues and problems of administration. So I had both the legal perspective but also the administrative perspective and therefore I was best prepared I think to start a second

career as a lawyer in arbitration and as arbitrator. So today I’m working as a co-arbitrator sole arbitrator or the president of arbitral tribals. The third period is more recent and not so happy because as from 2024 25 26 several of our very very best clients, Abitual clients in particular German groups came to asking for a an exit strategy from France. So for several reasons, but the request was the same. Therefore, I had to develop within our law firm with my team a panel of fully inclusive services rendered to

our clients comprising of course corporate services, M&A services, but also labor law services and assets management services. So we did this in time and realized that it was a a good success for our clients. Even of course I was a little bit sad that these clients left France and started a new business in other areas.

I think after all I’ve already given as information about myself about my law firm. for example have a look to the name and to the logo of ABCI. The I the letter I is for international in black letter and the symbol is a bridge.

You see the photo of the bridge which is joining France and Germany. So our law firm is located in both countries on each side of the Ryan River. And therefore we are understanding ourselves as a bridge, as a legal bridge, a cultural bridge, a strategic bridge that permits to our clients to navigate securely local laws while keeping a an international perspective.

And so it was a very natural a logical step for us to join GLE network because of course we have a very developed expertise in German, French, European business law but we need much more and therefore we need highly trusted, highly qualified lawyers, colleagues all over the world who we can recommend and where we can have a good efficient cooperation in crossborder deals. For example, this week I was talking with I think five different members of GLE, a lawyer from Netherland, from Czech Republic, from India, from Brazil, from

Poland. And we realized that even if we are working in differently sized law firms and in completely different geographical areas, our problems or our method is the same. We realize that the needs of our clients are the same and that we have the same objectives and values to share.

And therefore it was a a very very precious experience. And we would like to emphasize this to have a direct exchanges with the different members of GLE. And of course we also would like to draw attention to the other members that our law firm has something specific because we have a full integrated Franco German approach and this may be a a good plus value for foreign groups, Japanese, Chinese, Indian, US American groups. that want to invest in Europe.