Best Structured Finance Lawyers in Aurich

About Structured Finance Law in Aurich, Germany

Structured finance covers transactions that pool financial assets and repackage them into securities or other instruments - for example, securitisations, asset-backed securities, collateralised loan obligations, and synthetic risk transfers. In Aurich, as elsewhere in Germany, structured finance projects must comply with German civil, corporate, tax and insolvency law, national financial regulation and applicable EU rules. Local factors - such as property registrations, local courts and tax offices - affect implementation when assets or counterparties are located in or governed by the Aurich area.

Why You May Need a Lawyer

Structured finance transactions are legally and commercially complex. You may need a lawyer in situations such as:

- Designing the transaction structure - choosing true-sale versus synthetic approaches, or selecting an appropriate special purpose vehicle - to achieve bankruptcy-remoteness and desired balance-sheet treatment.

- Drafting and negotiating core transaction documents - sale and transfer agreements, servicing agreements, security documents, trust or indenture terms, account control agreements and investor documentation.

- Regulatory compliance - determining whether licensing, notification or authorization is required under the German Banking Act - Kreditwesengesetz (KWG) - or other financial services rules, and handling interactions with BaFin or other regulators.

- Securing and perfecting collateral - advising on pledges, assignments, Grundschuld or other property charges and dealing with local land registry and registration formalities in Aurich.

- Tax planning and opinions - structuring to manage German corporate income tax, trade tax, withholding tax and real estate transfer tax consequences.

- Resolving disputes or insolvency-related issues - representing parties in litigation, enforcement of security, or counselling on consequences if counterparties enter insolvency.

Local Laws Overview

Key legal areas and rules that commonly affect structured finance transactions in Aurich include:

- Civil law and receivables transfer - under the German Civil Code - BGB - receivables can be assigned (Zession). Assignment is generally effective between the parties on agreement, but third-party effects and practical protection often require notification to debtors or registration of security rights.

- Corporate and SPV law - common SPV forms are the limited liability company - GmbH - under the GmbH-Gesetz, or stock corporation - AG - under the Aktiengesetz. Corporate governance and insolvency-remote design require careful legal work.

- Insolvency law - the Insolvency Code - InsO - governs insolvency proceedings. Concepts such as true sale, asset isolation and post-transfer securitisation treatments are evaluated under InsO principles.

- Banking, securities and financial regulation - the Banking Act - KWG - and the Securities Trading Act - WpHG - plus relevant EU rules affect licensing, prudential requirements and market conduct. The EU Securitisation Regulation and the Prospectus Regulation also apply where relevant.

- Security interests and real estate law - security over German real estate is typically created by Grundschuld or mortgage-like instruments and is registered in the land register - Grundbuch - kept at the local court. Personal property security follows statutory concepts and needs careful perfection steps.

- Tax law - German tax rules affect structuring choices - corporate tax, trade tax and VAT issues, as well as real estate transfer tax where property is involved. Early tax input is essential.

- Local administrative and registry matters - the local land registry, the Aurich tax office - Finanzamt - and the local courts handle filings, registrations and some court oversight. Interaction with national regulators - BaFin and the Deutsche Bundesbank - is necessary for regulated activities.

Frequently Asked Questions

What counts as "structured finance" under German law?

Structured finance is a transaction that rearranges risks and cash flows of financial assets through securitisation, SPVs, derivatives or other instruments. German law does not use a single definition, so legal characterisation depends on the transaction documents, economic reality and applicable statutory regimes such as the Securitisation Regulation and banking law.

Do I need a BaFin licence to carry out a securitisation or service loans?

Not all parties need a BaFin licence, but licensing requirements depend on the activity - for example, deposit-taking, certain investment services or portfolio management may trigger authorisation under the KWG or WpHG. Servicers and managers should check whether their role or marketing crosses regulatory thresholds - a lawyer can assess whether exemptive structures or regulated entity involvement is required.

How do I make a transfer of receivables effective in Germany?

Under the BGB, assignment is agreed between assignor and assignee. To protect against third-party defenses and set-offs by the debtor, practical steps include notifying the debtor and fulfilling any contractually agreed consent or notification requirements. For full risk transfer and creditor protection, legal and procedural requirements must be respected.

What is a "true sale" and why does it matter?

A true sale is a transfer in which the assets legally and economically leave the seller's estate. It matters because it helps isolate assets from the seller's insolvency risk and supports transfer of risk to investors. Achieving a true sale in Germany requires careful drafting, operational separation and, often, specialist legal and tax opinions.

Can I use an English or other foreign law for the transaction documents?

Parties can choose governing law for contracts, but certain property and registration matters follow German law if the assets are located in Germany. German courts may apply mandatory German public law provisions regardless of the chosen governing law. Using English law for commercial terms is common, but local counsel should advise on enforceability and interaction with German statutory rules.

How do I register security over real estate in Aurich?

Security over German real estate is typically created by Grundschuld or mortgage-like instruments and recorded in the land register - Grundbuch - maintained by the local district court. The local Grundbuchamt at the Aurich court processes applications. Formal requirements - notarisation and properly executed deeds - must be met for registration.

What tax issues should I consider for a securitisation involving German assets?

Key tax issues include corporate income tax and trade tax on SPV income, VAT on fees or services, withholding tax on interest or dividends, and real estate transfer tax if property changes hands. German tax law and anti-avoidance rules can affect structure and pricing - coordinate with a tax adviser early in the process.

How is insolvency-remoteness achieved for an SPV?

Insolvency-remoteness is achieved through a combination of structural features - independent corporate form, limited activities, minimal staff, restricted powers in the constitutional documents, and clear separation of assets and accounts. Legal opinions and operational controls support the treatment. Absolute guarantees are not always possible - risk assessment is needed.

What documentation and due diligence will a lawyer need?

Typical documents include asset-level data and contracts, corporate documents for parties and SPVs, loan-level information, security agreements, servicing arrangements, tax rulings or opinions, regulatory filings, and any third-party consents. Lawyers will conduct legal due diligence, title searches, review of registrations and regulatory checks.

How much does legal help cost and how long will a transaction take?

Costs depend on transaction complexity, the number of parties, cross-border elements and the scope of work - lawyers may charge hourly rates or project fees. Simple advisory jobs can take a few weeks; full transaction structuring, documentation and closing may take several months. Timelines are driven by regulatory approvals, creditor consents and registration processes.

Additional Resources

Useful organisations and resources when seeking further information or assistance:

- The Federal Financial Supervisory Authority - BaFin - for regulatory and licensing questions regarding banking and financial services.

- Deutsche Bundesbank and European supervisory bodies for macroprudential and regulatory guidance.

- EU Securitisation Regulation and the Prospectus Regulation for pan-European rules affecting securitisation and offering of securities.

- German statutes and codes - BGB, InsO, KWG, WpHG, GmbH-Gesetz, Aktiengesetz and tax law - for primary legal texts.

- The local land registry - Grundbuchamt - kept at the district court in Aurich for property registration matters.

- The Aurich tax office - Finanzamt - for local tax administration and queries.

- The local Chamber of Commerce - Industrie- und Handelskammer (IHK) covering Aurich - for commercial and local business resources.

Next Steps

If you need legal assistance in structured finance in Aurich, consider the following practical steps:

- Prepare a concise project brief - outline the assets, parties, commercial objectives, desired timeline and any known constraints.

- Engage a lawyer with demonstrable experience in structured finance, banking regulation and securitisation, and with local knowledge of German courts, registries and tax practice. Ask about prior transactions, sample documentation and references.

- Coordinate early with a tax adviser and, where relevant, auditors and regulatory counsel to align legal, tax and regulatory outcomes.

- Arrange an initial meeting - provide key documents for a preliminary legal assessment and cost estimate. Discuss project milestones, regulatory interactions and expected deliverables.

- If property or real estate is involved, instruct counsel to check the Grundbuch and handle notarisation and registration steps locally in Aurich.

- Keep stakeholders informed of timelines and regulatory filing needs - structured finance often requires coordinated action across multiple advisors and authorities.

Getting early, specialist legal and tax advice reduces execution risk and helps tailor a solution that meets German and EU requirements while serving your commercial objectives.