Beste Strukturierte Finanzierung Anwälte in Berlin

About Strukturierte Finanzierung Law in Berlin, Deutschland

Strukturierte Finanzierung in Berlin describes complex financing arrangements that combine loans, securitization, and derivatives to create tailored financial instruments. In practice, these deals are often used for large real estate projects, project finance, or corporate restructurings in the Berlin area. The legal framework is primarily federal, not city-specific, so Berlin businesses rely on national laws and supervisory authorities.

In Berlin, the main regulatory bodies are federal as well as European level authorities. The Federal Financial Supervisory Authority BaFin oversees licensing, compliance and investor protection for most strukturierte financing activities. Public offerings and prospectus requirements are governed by EU and German law, with enforcement and litigation taking place in Berlin's courts if disputes arise.

For practitioners and clients, the key value of Berlin counsel is ensuring regulatory compliance, drafting robust structuring documents, and aligning risk disclosures with German and EU standards. Berlin-based lenders, arrangers, SPVs and investors benefit from local knowledge of court procedures and commercial practice in the capital region.

Why You May Need a Lawyer

Consulting a qualified solicitor or attorney experienced in strukturierte financing is essential in Berlin for concrete, real-life reasons. Below are specific scenarios where legal advice is necessary.

• A Berlin developer plans a mezzanine loan package tied to a new mixed-use project in Mitte and a securitization line. You need advice on licensing, risk allocation, and regulatory notifications under KWG and KAGB.
• You are considering issuing a structured note to investors in Berlin. You must ensure the prospectus complies with EU Regulation 2017/1129 and MiFID II disclosure requirements.
• You want to form a special purpose vehicle (SPV) for a Berlin real estate financing and must choose the optimal jurisdiction, tax treatment, and asset transfer structure with regulatory implications.
• A BaFin inquiry or formal request for information concerns a Berlin-based distributor of structured products. You need immediate regulatory guidance and representation.
• You are negotiating a cross-border structured finance deal involving Berlin counterparties and an EU sister entity. You require coordination of German and EU law, including cross-border consumer protection rules.
• You face disputes over structured finance documentation, including misrepresentation, risk disclosures, or collateral enforcement. You need specialized dispute resolution strategy in Berlin courts.

Local Laws Overview

Several federal statutes govern strukturierte finanzierungen in Deutschland, with Berlin courts applying them in practice. Here are the core laws and regulations you should know, along with notable implementation details.

• Kreditwesengesetz (KWG) - Regulates banks and financial services activities, licensing requirements, and prudential standards. It applies to entities that perform core banking and lending activities connected to structured finance in Berlin. See the official law text for the current version and amendments.
• Wertpapierhandelsgesetz (WpHG) - Regulates securities trading, investment services, and market conduct. It shapes how brokers, dealers, and arrangers operate in structured finance transactions in Berlin. See the official law text for details on licensing and conduct rules.
• Kapitalanlagegesetzbuch (KAGB) - Implements EU investment fund rules for management companies and investment funds, including structured vehicles and funds used in structured financing. It governs licensing, oversight, and investment product governance in Berlin and nationwide.
• Prospekt Regulation (EU) 2017/1129 - EU-wide rules requiring publication of a prospectus for offers to the public or admissions to trading of securities, with national transposition in Germany. In Berlin, this affects the sale of structured notes and related instruments to investors.

Recent context note - EU and German authorities have issued guidance and updates to MiFID II, prospectus disclosure, and suitability obligations for complex products in the 2020s. These changes emphasize clear risk communication, investor protection, and proper documentation for Berlin transactions.

Investors should expect enhanced disclosure and suitability assessments for structured products under current EU and German rules.

For direct text and official provisions, see the following sources that provide the authoritative material on these laws and their Berlin applications:

• Kreditwesengesetz (KWG) - Gesetz im Internet
• Wertpapierhandelsgesetz (WpHG) - Gesetz im Internet
• Kapitalanlagegesetzbuch (KAGB) - Gesetz im Internet
• Prospektverordnung (EU 2017/1129) - eur-lex.europa.eu

Key Berlin-specific institutions - BaFin oversees licensing and investor protection for strukturierte financing activities; the Berlin courts handle civil disputes and enforcement. See BaFin for supervisory guidance and Berlin-specific proceedings in commercial matters.

Frequently Asked Questions

What is Strukturierte Finanzierung in simple terms?

Structured financing blends loans, derivatives, and securitized assets to tailor financing for a project or company. It often creates special purpose vehicles and securitized notes to manage risk and liquidity.

How do I know if I need a lawyer for a Berlin structured finance deal?

Legal review is essential whenever you face complex documentation, regulatory obligations, or potential liability. A Berlin lawyer can assess licensing, prospectus, and disclosure requirements and negotiate terms.

What is the difference between a loan and a structured note?

A loan is a debt obligation with fixed terms, while a structured note combines debt with derivative components and asset-backed features. The latter carries more complex risk disclosures and regulatory considerations.

How long does it take to review and negotiate a Berlin structured finance contract?

Initial review typically takes 1-2 weeks, due diligence 2-4 weeks, and final negotiation 2-6 weeks, depending on complexity and regulatory approvals.

Do I need to be a professional investor to buy structured products in Berlin?

No, but many products are marketed only to professional or institutional investors. If you are a retail investor, expect enhanced disclosures and strict suitability checks.

How much does a strukturierte financing lawyer cost in Berlin?

Costs vary by complexity and firm size. Expect hourly rates from around 200-400 EUR per hour for senior Berlin attorneys, plus potential fixed-fee arrangements for specific milestones.

How can I protect my rights if I am in a dispute over a structured finance contract?

Retain counsel early to preserve evidence, review governing law, and pursue remedies in Berlin's courts. Consider early settlement or mediation to reduce costs and speed resolution.

Is a prospectus required for a Berlin real estate project financing?

Often yes if securities are offered to the public. Private placements may use lighter disclosure; consult a lawyer to assess the exact requirements under EU Regulation 1129.

What steps do I take to set up a SPV in Berlin for financing?

Decide SPV jurisdiction, draft the equity and debt structure, obtain licenses if needed, and prepare intercompany agreements with tax and regulatory coordination.

Can a Berlin lawyer help with cross-border structured financing?

Yes. A Berlin attorney can coordinate German law with EU provisions, align cross-border tax treatment, and manage BaFin notifications when required.

Should I involve BaFin early in the process?

Involving BaFin early is prudent for certain licensing, distribution, and prospectus questions. Early engagement helps align the deal with regulatory expectations.

Do I need to include a notary in Berlin for a financing agreement?

Notarization is typically not required for private loan or structured notes, but real estate transactions and certain SPV arrangements may require notarized documents or deeds.

Additional Resources

• BaFin - Federal Financial Supervisory Authority; provides supervision guidelines, licensing information, and investor protection resources for banks, financial services firms, and issuers in Germany. baFin.de
• Gesetze im Internet - Official portal for federal laws and amendments, including KWG, WpHG and KAGB texts used in Berlin. gesetze-im-internet.de
• EUR-Lex EU Regulation - Official source for EU law and the Prospectus Regulation, relevant to Berlin structured finance offers to investors across the EU. eur-lex.europa.eu

Next Steps

1. Draft a concise brief of your Berlin strukturierte financing project, including parties, expected asset base, and target investors. Timeline: 1-3 days.
2. Identify a Berlin lawyer with explicit experience in structured finance, KWG/WpHG/KAGB, and EU prospectus requirements. Schedule an intake call within 1-2 weeks.
3. Request an initial engagement letter and fee estimate; discuss scope, milestones, and a projected budget for due diligence, drafting, and negotiations. Timeline: 3-7 days after intake.
4. Prepare and collect documentation: term sheets, project contracts, SPV structure, investor disclosures, and any applicable licenses or notices. Timeline: 2-4 weeks.
5. Have the lawyer perform a regulatory risk assessment, including BaFin obligations and prospectus requirements, and draft or review key documents. Timeline: 2-6 weeks.
6. Negotiate terms with counterparties and finalize the structure, ensuring compliance with KWG, WpHG, KAGB, and EU rules. Timeline: 2-8 weeks depending on complexity.
7. Implement governance, reporting, and ongoing compliance measures, including periodic reviews and adjustments for regulatory changes. Timeline: ongoing with annual checkpoints.