Commercial law lawyer – comprehensive legal support

Commercial law lawyer - comprehensive legal support

Commercial law is a part of civil law that deals with trade between companies and consumers. It covers the legal basis for the business behaviour of companies, particularly with regard to contracts, competition, consumer protection and trademark rights.

Commercial law is a very complex area that encompasses many different types of laws, rules and regulations. Commercial law provides companies with a legal basis to legally protect their business.

It protects both consumers and companies from unjustified actions, in particular by protecting against unfair competition, fraud and other illegal actions.

Commercial law also regulates how businesses interact with customers, such as how contracts are concluded, how fraud can be avoided and how companies can protect trademark rights.
Commercial law is a very important part of modern business life. It is important that companies familiarise themselves with the legal principles in order to operate their business in a legally compliant manner.

It is therefore advisable for companies to consult a lawyer with experience in commercial law to ensure that they comply with legal requirements.

Commercial law lawyer for entrepreneurs

As an entrepreneur, you need a commercial law lawyer to help you structure and manage your business. A commercial lawyer can help you draft contracts, comply with legal requirements and manage your rights under contracts.

A commercial law solicitor can help you with a range of issues relating to your business. These include:

  • Establishing a company; complying with legal regulations and rules
  • Drafting contracts
  • Enforcement of your rights under contracts
  • Advice on the drafting of shareholder agreements, business plans, bonds and loans, deposit agreements, purchase agreements, lease agreements, stock and share certificates, insurance agreements, licence agreements, service agreements;
  • Advice on the introduction of business processes, the drafting of financial and tax regulations, competition rules, employment contracts, insolvency laws and much more;

A commercial lawyer can also help you enforce your rights under contracts. He can assist you in drafting, reviewing and negotiating contracts to protect your interests.

They can help you understand and resolve complex legal issues to protect your business from unnecessary risks. A commercial lawyer can help you comply with all legal regulations and rules.

He or she can also help you draw up business contracts or draft articles of association. A commercial lawyer can also help you prepare and negotiate court proceedings and help you comply with insolvency regulations.

A commercial lawyer is an essential partner if you are starting or running a business. If you are starting or running a business, you should consult an experienced and competent lawyer to protect your rights and interests.

What is commercial law? A definition

Commercial law is a part of civil law that regulates the legal basis for trade. It deals with the rights, obligations and behaviour of merchants, companies and other trading participants.

Among other things, it covers the formation and legal form of companies, the provisions on sales contracts, liability and the rights of creditors and debtors, the rules for commercial registers and the provisions on insolvency.

In addition to the Commercial Code, there are other laws relating to commercial law, such as the Limited Liability Companies Act, the Stock Corporation Act and the Securities Trading Act.

Introduction of commercial law in Germany

Commercial law is an essential part of the German legal system. It was introduced in the 19th century to regulate the rights and obligations of companies and business partners in Germany.

The main features of commercial law can be traced back to the 18th century, when the German Civil Code (BGB) was passed. The BGB is the basis of German civil law and contains provisions that regulate commercial transactions.

Commercial law was further developed in the 19th century and became an important part of the German legal system. It consists of various laws, including the German Commercial Code (HGB) and the German Stock Corporation Act (AktG). These laws regulate all aspects of commerce, including corporate governance, accounting and finance.

Commercial law has evolved over time and is an important part of the German legal system. It offers a number of benefits, including regulating the rights and obligations of companies and business partners, facilitating trade and promoting economic growth.

Commercial law in Germany is constantly being revised to ensure that it is state of the art and provides companies with a standardised framework for doing business. It is an important part of the German legal system and supports the business activities of many companies in Germany.

Impact of the EU directives on Germany

The European Union (EU) has introduced a number of directives that have a major impact on German commercial law. These directives are valid at European level and have an impact on many areas of German commercial law.

  1. One example of such a directive is the Directive on electronic commerce (EC Directive 2000/31/EC). This directive regulates the various rights and obligations that exist when conducting business over the internet.
  2. It ensures that consumers and companies can act lawfully on a standardised basis. Another EU directive that has an impact on German commercial law is the Directive on Restraints of Competition (EC Directive 1/2003).
  3. This directive regulates how companies may compete with each other. It protects consumers and small businesses from unfair competition and ensures that EU member states comply with the principles of free competition.
  4. In addition, the EU Directive on mergers (EC Directive 2001/23/EC) regulates the rules that must be observed in the event of company takeovers. This directive stipulates that the takeover process must be fair and transparent in order to protect the interests of the parties involved.
  5. Finally, the Consumer Rights Directive (EC Directive 2011/83/EU) was adopted to protect the interests of consumers in the EU. This directive sets binding standards for consumer protection that apply in all EU member states.

Overall, the EU directives have a major influence on German commercial law. They ensure that companies and consumers can trade fairly on a standardised basis and that the principles of free competition are observed.

The importance of commercial law for entrepreneurs

Commercial law is an important part of the legal system for entrepreneurs. It regulates the legal relationships between companies and their business partners, as well as the obligations and rights of companies towards each other and towards the state.

An important aspect of commercial law is the regulations governing the formation and management of companies, such as the establishment of limited liability companies or public limited companies. It also regulates the duties of managing directors and supervisory boards.

Another important topic is competition law, which protects companies from being disadvantaged by unfair means and at the same time ensures that competition remains fair.
Commercial law regulations are also of great importance for the conclusion of contracts and the enforcement of claims, especially in international trade. It also regulates obligations in the event of cancellation of contracts and liability for defects.

Overall, commercial law is an important part of the legal system for entrepreneurs, as it regulates the legal relationships between companies and their business partners and ensures that competition remains fair while protecting companies from unfair practices.

Contract law in commercial transactions

Commercial contract law governs the legal rules that apply to the conclusion, performance and fulfilment of contracts between two parties. These rules are also known as commercial laws and are primarily derived from general contract law.

Firstly, both parties must agree to enter into a contract. This means that they must agree on the essential elements of the contract, such as the subject matter of the contract, the terms and the obligations of the parties.

They must also ensure that the contract is legally binding and complies with the applicable laws. Once a contract has been successfully concluded, both parties must fulfil their obligations.

This means that they must make their payments at the agreed time and deliver the agreed products or services to the agreed quality and at the agreed cost. If one party fails to fulfil its obligations, the other party can claim compensation or damages.

In such cases, a court may also be called upon to rule on the dispute. In conclusion, the purpose of contract law in commercial transactions is to regulate the rights and obligations of the parties involved and to ensure the fulfilment of the contract.

It is therefore important that both parties are attentive and honest before entering into a contract in order to avoid problems and guarantee a positive outcome.

What is a contractual penalty in commercial law?

The contractual penalty is an agreement between the contracting parties according to which the debtor must pay a certain amount of money to the creditor in the event of culpable non-fulfilment of a contractual obligation.

On the one hand, it serves as a means of exerting pressure to honour contracts and, on the other, as a predetermination of compensation in the event of a breach of contract.

The contractual penalty enables the contracting parties to agree in advance on a specific payment that will be due in the event of a breach of contract without the creditor having to provide specific evidence of the damage incurred.

Regulations on contractual penalties in commercial law

In German law, contractual penalties are regulated by the German Civil Code (BGB), in particular by Section 339 BGB.

  • § 339 BGB stipulates that “if the performance is to be in money, the contractual penalty may not be higher than the amount corresponding to three times the value of the performance, and that if the performance is to be in another form, the contractual penalty may not be higher than that which corresponds to three times the value of the performance according to the market value.”
  • As a commercial custom, the amount of the contractual penalty may deviate from Section 339 BGB if this is expressly stipulated in the contract (Section 346 HGB).
  • The contractual penalty can also be reduced ex officio by a court if it is disproportionately high (Section 343 BGB).

Meaning of the contractual penalty in commercial transactions

The contractual penalty plays a special role in commercial law, primarily for the following reasons

  • Pressure to fulfil the contract: The contractual penalty creates an incentive for the debtor to fulfil his obligations, as he must otherwise pay a contractually agreed sum of money. This reduces the risk of breaches of contract and thus facilitates trade.
  • Predetermination of damages: The contractual penalty allows the creditor to demand an already fixed amount as compensation in the event of a breach of contract without having to prove the actual damage incurred. This saves time and costs and increases legal certainty.
  • International contractual practice: Contractual penalties are a widely used instrument in international contractual practice and can help to ensure legal certainty and minimise risks in cross-border transactions.

Prerequisites for the effectiveness of a contractual penalty

To be effective, contractual penalties must fulfil certain requirements:

  • Contractual penalty must be expressly agreed: A contractual penalty cannot be automatically assumed, but must be expressly and clearly agreed between the parties.
  • Certainty of the contractual penalty: Both the amount of the contractual penalty and the breach of contract that leads to payment of the contractual penalty must be specific and clearly defined.
  • Adequacy of the contractual penalty: The contractual penalty must not be disproportionately high and should be proportionate to the contractual performance.

Challenges for entrepreneurs in commercial law

Entrepreneurs in the commercial sector have to overcome a variety of challenges in order to be successful. Some of these challenges include understanding and complying with commercial law, managing competitive distortions and fulfilling the legal obligations associated with running a business.

An entrepreneur’s success in commercial law depends on their ability to learn about and comply with the various rules and regulations in commercial law.

Entrepreneurs must also have an understanding of the various aspects of commercial law to ensure that they act in accordance with all applicable laws and regulations.

Another challenge for entrepreneurs is dealing with distortions of competition. Entrepreneurs must ensure that they do not violate legal rules when trying to strengthen their position in the market.
This requires a thorough examination of the laws that regulate competition to ensure that they are acting in accordance with competition law. Finally, it is also important for entrepreneurs to fulfil their legal obligations.

This includes complying with legal requirements when buying and selling goods, complying with financial, tax and labour laws and complying with legal requirements when it comes to data protection.

To ensure that legal obligations are met, business owners must regularly inform themselves about legal changes in their industry. In addition, business owners in commercial law must have the various legal tools and strategies to resolve potential disputes.

This includes drafting contracts, negotiating contract clauses, developing legal strategies and consulting lawyers. These are some of the challenges faced by entrepreneurs in the retail industry.

By understanding and following the legal requirements, they can achieve the best possible results and reach their business goals.

Trade law and Brexit: effects, adjustments and legal advice

Brexit will have a significant impact on trade law in Europe. Companies trading in or with the UK need to be aware of the new trade regulations and legal framework. Some of the key implications of Brexit for trade law are discussed below.

Trade agreements and customs regulations

After leaving the European Union (EU), the United Kingdom (UK) will no longer be part of the EU single market and customs union. As a result, trade agreements and customs regulations between the UK and the EU have been renegotiated. The Trade and Cooperation Agreement (TCA) between the EU and the UK is now the basis for trade between the two parties.

Rules of origin

The rules of origin determine which goods are considered “originating products” and can therefore benefit from tariff preferences. Specific rules of origin apply under the TCA. Companies must prove that their products fulfil the requirements of these rules in order to benefit from tariff preferences.

Customs formalities and controls

As the UK is no longer part of the EU customs union, companies trading goods between the UK and the EU will now have to go through customs formalities and controls. This can affect factors such as delivery times, costs and administrative requirements.

VAT and excise duties

Brexit also has an impact on VAT and excise duties for cross-border trade between the UK and the EU. Businesses need to be aware of the new regulations and may need to make adjustments to their business practices to comply with the new requirements.

Regulatory standards and requirements

The UK and EU have different regulatory standards and requirements in areas such as product safety, food safety, pharmaceuticals, chemicals and environmental protection. Companies need to ensure that their products and services meet the relevant standards and requirements in order to continue trading in both jurisdictions.

Intellectual property

Brexit also has an impact on the protection of intellectual property (IP) in the UK and the EU. Companies need to be aware of the new regulations and may need to make adjustments to their IP strategies to meet the new requirements.

Adaptations that companies need to make

There are various adjustments that companies need to make in connection with Brexit in order to fulfil the legal and regulatory requirements. Some of the most important adjustments are

  • Reviewing existing trade agreements and adapting them to the new trade regulations and legal framework
  • Establishing customs procedures and controls for trade between the UK and the EU.
  • Adjusting prices and cost structures to take account of the impact of customs duties, VAT and excise duties.
  • Review and adjust supply chains to minimise potential delays and disruptions due to customs controls and formalities.
  • Ensuring that products and services comply with regulatory requirements and standards in both the UK and the EU.
  • Adapting intellectual property strategies to comply with the new regulations.

Given the legal and regulatory challenges posed by Brexit, it is important for companies to have access to expert legal advice. An experienced lawyer can help companies assess the impact of Brexit on their business and make the necessary adjustments. Areas where legal advice may be required include

  • Contract law: Reviewing and adapting existing commercial contracts to the new trading regulations and legal framework.
  • Customs law: Advice on customs procedures, controls and rules of origin to ensure that companies can comply with the necessary formalities and benefit from tariff preferences.
  • Tax law: Advice on VAT and excise duties on cross-border trade between the UK and the EU.
  • Regulatory law: assisting with compliance with UK and EU regulatory requirements and standards, including product safety, food safety, pharmaceuticals, chemicals and environmental protection.
  • Intellectual property: Advising on the impact of Brexit on intellectual property protection and adapting IP strategies to the new regulations.

Trade law: frequently asked questions answered

1. what is commercial law?

Commercial law is a part of German civil law. It regulates the legal relationships between companies, in particular those that arise in the course of business activities.

2. What is the difference between commercial law and civil law?

Civil law is the general part of the German legal system that governs legal relationships between individuals and companies. Commercial law is a specialised part of civil law and deals with specific legal issues that arise in connection with a company’s business activities.

3. What rights and obligations arise from commercial law?

Commercial law regulates many different legal issues, including, for example, liability for damages resulting from business activities, relationships between companies and customers, rights and obligations in contracts and much more.

4. What influence does commercial law have on companies?

Commercial law has a major impact on companies. Companies must comply with the applicable laws and regulations in order to avoid being prosecuted under criminal or civil law. They must also comply with commercial law to protect their rights and obligations towards their customers, suppliers and other companies.

5 Which courts have jurisdiction for commercial law disputes?

In Germany, the regional courts and the higher regional courts have jurisdiction for commercial disputes.

6. What means are available to resolve a dispute in commercial law?

There are various ways to resolve a dispute in commercial law. The most commonly used means are negotiation, mediation and arbitration.

7. What role does the legislator play in the development of commercial law?

Legislators play a very important role in the development of commercial law. It regulates which rules apply to companies through laws, ordinances and directives.

8. What is a commercial code?

The German Commercial Code (HGB) is a German law book that regulates the legal relationships between companies and forms the basis for German commercial law.

9. What impact will Brexit have on commercial law?

Brexit will have a significant impact on trade law in Europe, including trade agreements and customs regulations, rules of origin, customs formalities and controls, VAT and excise duties, regulatory standards and requirements, and intellectual property.

10. How do companies need to adapt to the new trade regulations and legal framework?

Companies need to make various adjustments to comply with the new trade regulations and legal framework. These include reviewing and adapting existing trade agreements, setting up customs procedures and controls, adjusting prices and cost structures, reviewing and adapting supply chains, ensuring compliance with regulatory requirements and standards, and adapting intellectual property protection strategies.

11. What kind of legal advice can help businesses in the context of Brexit?

Legal advice can help companies assess the impact of Brexit on their business and make the necessary adjustments. This includes advice in areas such as contract law, customs law, tax law, regulatory law and intellectual property.

12. How will Brexit affect VAT and excise duties on cross-border trade

?
Brexit will have an impact on VAT and excise duties on cross-border trade between the UK and the EU. Businesses need to be aware of the new rules and may need to make adjustments to their business practices to comply with the new requirements.

13. How have the rules of origin changed after Brexit?

Under the Trade and Cooperation Agreement (TCA) between the EU and the UK, specific rules of origin apply. Companies must prove that their products fulfil the requirements of these rules in order to benefit from tariff preferences.

14. How does Brexit affect the protection of intellectual property?

Brexit has an impact on the protection of intellectual property (IP) in the UK and the EU. Companies need to be aware of the new regulations and may need to make adjustments to their IP strategies to meet the new requirements.

15. Can companies continue to trade in both jurisdictions?

Yes, businesses can continue to trade in both jurisdictions but must ensure that their products and services comply with regulatory requirements and standards in both the UK and the EU. In addition, they must comply with the new trading regulations and legal framework introduced as a result of Brexit.

16. What is the Trade and Cooperation Agreement (TCA)

?
The Trade and Cooperation Agreement (TCA) is the trade agreement between the European Union and the United Kingdom that was concluded following the UK’s withdrawal from the EU. The TCA lays the foundation for trade between the two parties and regulates, among other things, trade agreements, customs regulations, rules of origin and regulatory cooperation.

Trade law lawyer advises entrepreneurs

Commercial law is an important part of the law that regulates the way companies and individuals trade with each other. It protects the rights of all parties involved by setting clear boundaries for all parties, and it helps to resolve disagreements between parties.

It is a complex area of law that requires a comprehensive understanding of all relevant laws and rules. Therefore, it is important that businesses involved in trade endeavour to understand and comply with commercial law in order to protect their rights and conduct a fair and equal business.

Commercial law is a complex area, but it is important to familiarise yourself with the legal framework. If you need help solving your commercial law problems, contact Herfurtner Law Firm today.

They will provide you with expert advice and legal support. Contact Herfurtner Law Firm now and get the support you need.

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lawyer Arthur Wilms - law firm Herfurtner

Arthur Wilms | Rechtsanwalt | Associate

Vincent Bork Kanzlei Hefurtner

Vincent Bork | Rechtsanwalt | Associate

Lawyer Wolfgang Herfurtner Germany

Wolfgang Herfurtner | Rechtsanwalt | Geschäftsführer | Gesellschafter

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