Noerr advises Biesterfeld on change in form from stock corporation to SE

A team from Noerr headed by our partner Stephan Schulz has advised Biesterfeld AG on its conversion from a German stock corporation into a societas Europaea (SE).

The conversion of Biesterfeld AG into an SE was resolved by the general meeting on 20 November 2024 on the basis of a conversion plan dated 30 July 2024. It became effective on 16 December 2024 when it was entered in the commercial register.

The Biesterfeld Group, which is completely family-owned and headquartered in Hamburg, is one of the world’s leading distributors of plastics, rubber and specialty chemicals. Founded in 1906 as a trading and service company, the group now has more than 1.100 employees across 50 locations in Europe, North and South America, Asia and Africa and generates annual revenues of 1.38 billion euros. Biesterfeld AG has facilities in 17 Member States of the European Union.

The Noerr team advised Biesterfeld AG on all the legal aspects of its conversion into an SE. Our corporate advice covered in particular preparing the reorganisation documentation and the required general meeting. Our employment advice related to formation of the special negotiating body (SNB), which comprised 22 employee representatives from 15 countries, drafting the agreement on the involvement of employees in the SE and assisting in the negotiations with the special negotiating body.

Advisors to Biesterfeld AG: Noerr Partnerschaftsgesellschaft mbB

Lead: Stephan Schulz (partner, Corporate and Capital Markets, Hamburg)

Employment & Pensions: Patrick Mückl (partner, Dusseldorf), Boris Blunck (partner), Johannes Allmendinger (associated partner, both Frankfurt am Main)

Corporate/Capital Markets: Jan Lohse (associate, Hamburg)

Local counsel

Belgium: Liedekerke
Finland: Castrén & Snellman Attorneys Ltd
France: Capstan Avocats
Greece: Zepos & Yannopoulos
Italy: Gianni & Origoni
Croatia: Divjak Topic Bahtijarevic & Krka Law Firm
Netherlands: Houthoff Coöperatief U.A.
Norway: Arntzen de Besche Advokatfirma AS
Austria: DORDA Rechtsanwälte GmbH
Portugal and Spain: Pérez-Llorca Abogados S.L.P.
Sweden: Setterwalls Advokatbyrå AB
Poland, Slovakia, Czech Republic and Hungary: Noerr (before 1 June 2024)