Noerr advises Westwing on conversion into SE

A Noerr team led by our partner Ralph Schilha has advised Westwing on its conversion into a European company (Societas Europaea, SE).

The conversion of the publicly traded Westwing Group AG into an SE was decided upon by its general meeting on 5 August 2021 and came into force on 23 February 2022 upon entry into the commercial register.

Westwing is the European leader in inspirational home and living e-commerce with turnover of €522 million in the financial year 2021. Founded in 2011, the company operates in eleven European countries and is headquartered in Munich. The shares of Westwing Group SE are traded on the Prime Standard of the Frankfurt Stock Exchange.

The Noerr Team advised Westwing on all legal aspects of the conversion into an SE. The corporate law advice included in particular preparing the conversion documents and the virtual general meeting. The employment law advice involved forming a special negotiating committee (besonderen Verhandlungsgremium – BVG) consisting of employees from several countries, drafting the participation agreement and providing support in the negotiations with the BVG.

Our firm had previously advised Westwing on its conversion from a German limited liability company (Gesellschaft mit beschränkter Haftung – GmbH) into a stock corporation (Aktiengesellschaft – AG) and IPO in 2018, including all preparatory corporate actions and other structural measures.

Noerr recently supported Mutares, Veganz and Mr. Spex on their IPOs and Befesa, Borussia Dortmund, CECONOMY and Compleo on their capital increases, in some cases with subscription rights.

Advisors to Westwing Group SE: Noerr Partnerschaftsgesellschaft mbB

Team lead: Ralph Schilha (partner, Corporate/Capital Markets, Munich)

Employment & Pensions
Patrick Mückl (partner), Mareike Götte (associated partner, Düsseldorf)

Corporate/Capital Markets
Anne-Kristin Schiller (associated partner, New York)
Timm Gaßner (senior associate, Munich)


In-house at Westwing
Julie von Deym Gräfin von Strzitez (group general counsel), Maximilian Quader (legal counsel)

Local counsel
Poland: Noerr Biedecki sp.k., Warsaw: Radoslaw Biedecki, Jaroslaw Karlikowski
France: DePardieu Brocas Maffei
Italy: Gianni & Origoni
The Netherlands: NautaDutilh
Spain: Pérez-Llorca