Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH

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Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
Medical law for outpatient and
inpatient health care providers

                  Legal and Tax Advice |
Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
Dear clients, dear health care entrepreneurs,

In recent decades, the health care market has developed at a remarkable speed, driven by innovation and the need to ensure an
increasingly networked health care system for the population. At the same time, this market is one of the most heavily regulated
industries in Germany. Successful legal advice for the health care industry is therefore characterised above all by reliable spe-
cialist expertise, an understanding of the market mechanisms and solution-oriented support, especially for innovative care

Luther supports you and your company in the health care market with over 30 specialised lawyers who are networked in the
Health Care & Life Science industry group and have more than 20 years of consulting experience. As one of the first major com-
mercial law firms in Germany, Luther has also focused its full-service consulting approach on entrepreneurs, corporations and
the public sector in the health care industry.

The core of the health care market is made up of establishments providing outpatient and inpatient care: doctors, dentists, med-
ical care centres, hospitals, rehabilitation and care facilities and pharmacies, as well as the large number of providers of remedies
and medical aids. They are the supporting pillars of health care. Their services are subject to a considerable degree of regula-
tion, increasing competition and growing pressure to innovate (digitisation, medical progress, sector networking). They all need
legal advice that provides comprehensive and practice-oriented individual solutions, not only concerning the design of organisa-
tional structures that are demanding in terms of the regulatory framework or in connection with strategic corporate issues, but
also for day-to-day business operations.

Our proven expertise in medical law offers you exactly that: reliable advice on all questions concerning the provision of services,
billing and remuneration, cooperation and the design of innovative structures. In cooperation with our colleagues from all legal
fields relevant to your company (labour law, corporate law, M&A, IT law, data protection, contract law, etc.) we are your partner
for success in the health care market both nationally and internationally.

On the following pages we would like to introduce you to Luther, our range of advisory services and our experts. We are looking
forward to exchanging ideas with you and answering any questions you may have.

Yours sincerely

Dr Hendrik Sehy                               Dr Eva Rütz, LL.M.

Certified Specialist in Medical Law           Certified Specialist in Medical Law

                                                2 | Luther Rechtsanwaltsgesellschaft mbH
Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
Our Health Care & Life Science Industry Group

Health Care & Life Science represents one of the largest and at the same time socially
most important industry sectors in Germany and Europe. With currently over seven mil-
lion employees and health expenditure of around EUR 380,000 million (2018) – equivalent
to over 11.5% of Germany’s gross domestic product – successful commercial enterprises
focus on the health care industry. It is also a significant growth sector in Europe and on
the world market. With its Health Care & Life Science Industry Group Luther is one of the
leading advisers for your commercial success in the health care industry.

Germany’s health care market comprises a large number of                matics, called PEPP, outpatient care and care provided by
services and products. The focus of the health care industry is         SHI-registered physicians with new structural requirements,
the provision of medical care to the population in addition to          introduced for instance by the so-called Terminservice- und
the pharmaceutical and medical technology industry that sup-            Versorgungsgesetz (law regarding quicker appointments and
ports it. Furthermore, the so-called “second health care                better care) as well as rehabilitation medicine and provision of
market” (home spa products, self-payer market) is making a              care for senior citizens and persons in need of care as outpa-
significant and ever-increasing contribution to the health care         tients and inpatients.
                                                                        The objective is the provision of health care that is modern,
Like no other sector of the economy, the provision of medical           patient-oriented, integrated across sectors but also very
care to the population, the core area of the health care indus-         cost-efficient. At the same time, service providers and health
try, is subject to legislative amendments nearly every year that        insurance companies compete for “patients” in the face of
are sometimes substantial: inpatient care (acute medicine and           increasing cost pressure. Providers of outpatient and inpa-
psychiatric hospital market) with ever new reform bills regard-         tient services in such a heavily regulated market need an
ing hospital structure and strengthening of care and constant           experienced and knowledgeable legal adviser who has
changes in the system of diagnosis-related groups for the               in-depth knowledge of the market besides regulatory exper-
remuneration of hospitals, in short DRG, and the lump-sum               tise.
remuneration system in the field of psychiatry and psychoso-

                                                 Luther Rechtsanwaltsgesellschaft mbH | 3
Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
We support service providers in all matters ranging from the           the health care industry. Our team is familiar with the struc-
structuring and approval of their range of medical care ser-           tures in the health care market, knows the regulatory
vices offered, compliance of the service provider with the             environment and understands the economic objectives of our
legal framework to remuneration for and billing of their ser-          clients. We are in constant contact on the ground with govern-
vices – on a comprehensive, targeted and pragmatic basis, in           mental decision-makers, with health insurance companies,
terms of forward-looking health care.                                  self-governing organisations, licensing authorities and a large
                                                                       number of cooperation partners from the medical economy in
In combination with health care, but also operating in its own         order to develop tailor-made solutions for you.
global market, the pharmaceutical and medical technology
industry more than hardly any other sector is at the heart of          We have the right answer for any legal question asked by our
advances in medicine and the driving force behind digitisation         clients: our Health Care & Life Science Industry Group can
in health care. We advise clients on legal issues in the areas         call upon experts who, with their specialised expertise in the
of medical technology as well as pharmaceuticals, organic              “M&A for investors/strategists“, “Medical law for inpatient and
products & life science, ranging from the approval, manufac-           outpatient service providers”, “Medical technology”, “Pharma,
ture to the distribution of the products.                              biotech and life sciences” and “Digital health” segments,
                                                                       ensure that a quality-based and solution-oriented advice is
With regard to the new regulatory requirements of the EU               provided to you.
Medical Device Regulation (MDR) and the German Act on
Medical Devices (Medizinproduktegesetz, MPG) we ensure                 However, Luther not only provides specialised advice from
that we provide comprehensive and individual advice tailored           the Health Care & Life Science Industry Group, but offers you
to the clients’ requirements. For example, we provide you with         comprehensive support in all other fields of law, which are
advice regarding the conformity assessment procedures, risk            important for your success and essential for complete advice.
classification or CE certification process. Other examples are
requirements regarding the provision of clinical data and for          We are looking forward to our future cooperation.
transition plans for old certificates.

The statutory regulations for medical devices cover any trade
in such products and therefore affect both manufacturers and
users of medical technology. Our expertise goes beyond reg-
ulatory issues and includes all legal aspects relating to medical

In addition to their own business – promoting and maintaining
human health –,”health care entrepreneurs” must today more             Recommended in medical law by JUVE
than ever meet the challenge of keeping an eye on numerous             and Legal500 Germany
statutory requirements, systemic regulations and guidelines
for self-governing organisations, of providing statistical infor-
mation and entering into cooperation agreements in order to
optimise cost-effectiveness.

We also face this challenge – together with you!

Luther’s Health Care & Life Science Industry Group stands for
industry experience, legal expertise across sectors and
sound, networked advice for the health care industry. With             Juve 2020/2021                   Legal500 Germany
more than 30 specialised lawyers and tax advisers and exten-           Health care sector: hospitals,   Industry focus health
                                                                       medical care centres and
sive experience we assist companies in all matters relating to         pharmacies

                                                 4 | Luther Rechtsanwaltsgesellschaft mbH
Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
Medical law for outpatient and inpatient health
care providers
Our team provides comprehensive advice to outpatient and inpatient health care provid-
ers: The focus is not only on the operative business, i.e. all questions concerning the
provision of services and the cooperation with patients, customers and cooperation part-
ners or authorities. We also support you in the planning and implementation of new
structures, in the search for new partners or in the realisation of innovative ideas. Advice
on medical law is the focus of our expertise. However, due to the close inter- and intradis-
ciplinary cooperation of the experts within the Luther Industry Group Health Care & Life
Science, Luther offers you much more: A broad range of knowledge and experience that
covers all legal fields relevant to you. Thanks to their excellent sector and industry exper-
tise, the colleagues master even the most complex legal settings based on a targeted and
pragmatic approach. They are at your disposal at all times. Our team is familiar with the
most current topics and the clients’ interests through the regular exchange of indus-
try-specific information with leading stakeholders of the health care industry.

Our consulting offer for you:                                         Inpatient care providers
                                                                      (acute medicine, psychiatry)
SHI-registered physicians/outpatient
                                                                      ■ Transactions/combinations, acquisition of inpatient facilities
service providers
                                                                      ■ Hospital planning law, administrative and legal proceed-
■ Professional law of the medical professions (doctors, den-            ings under planning law
  tists, providers of remedies and medical aids)                      ■ Hospital promotion and hospital funding law
■ Law of medical and therapeutic services, including liability        ■ Hospital remuneration law together with disputes related to
  and billing issues                                                    billing/dispute with health insurance companies (legal pro-
■ Law relating to SHI-registered physicians/dentists including          ceedings before the social court)
  remuneration law (incl. fee review, efficiency and plausibil-       ■ Labour law in hospitals, in particular employment contracts
  ity checks)                                                           with chief physicians/senior hospital physicians, employ-
■ Accompaniment of registration proceedings for SHI-regis-              ment of third parties (provision/temporary employment),
  tered physicians/dentists and advice on authorisations,               development of working time models, advice on collective
  negotiations with associations of statutory health insurance          labour law issues (works council, public service staff rep-
  physicians/dentists, registration committees, appointment             resentation) and pension issues (ZVK, VBL), church labour
  committees                                                            law
■ Foundation of (dental) medical practices                            ■ Advice on authorisations for individual institutions to per-
■ Advice on practice acquisitions/purchases of practices/               form tasks of SHI-registered physicians
  practice succession                                                   (Institutsermächtigung) and authorisations of individuals
■ Establishment of medical care centres (MVZ), develop-               ■ Mental health facility registration issues
  ment of MVZ holding/group structures, expansion of MVZ              ■ Advice within the scope of the operative business (contract
  by practices                                                          design, general terms and conditions for health and medi-
■ Drafting and review of cooperation agreements with other              cal care, contract reviews, cooperation agreements)
  service providers                                                   ■ Acute crisis management (compliance-relevant cases lia-
                                                                        bility incidents, pandemic situations)

                                                Luther Rechtsanwaltsgesellschaft mbH | 5
Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
Rehabilitation medicine (outpatient and                              Supplementary legal fields
inpatient facilities)
                                                                     ■ Pharmaceutical advertising law, competition law, copyright
■ Transactions, acquisition/sale of outpatient/inpatient reha-       ■ Data protection law
  bilitation service providers                                       ■ Anti-corruption law, compliance
■ Registration and remuneration law (SGB V)
■ Advice within the scope of the operative business (contract
  design, legal disputes, cooperation with other service pro-

Nursing care facilities (outpatient/
■ Registration and remuneration law (SGB XI)
■ Accompaniment of proceedings before the arbitration
  boards in accordance with SGB XI (framework agreements
  with federal states, lump-sum care allowances, etc.)
■ Drafting and review of cooperation agreements between
  service providers
■ Real estate law, support of investments in nursing homes
■ Transactions, acquisitions of outpatient/inpatient care

                                               6 | Luther Rechtsanwaltsgesellschaft mbH
Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
Selected references

                 Luther Rechtsanwaltsgesellschaft mbH | 7
Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
Your contacts
Medical Law/Regulatory Affairs

                             Dr Hendrik Bernd Sehy

                             Lawyer, Counsel, Certified Specialist in Medical Law
                             T +49 511 5458 10772

                             Dr Hendrik Bernd Sehy studied law from 1998 to 2003 at Heidelberg University
                             (Germany). He spent part of his practical legal training at an international American
                             corporate law firm in Frankfurt am Main and worked in its Corporate/M&A depart-
                             ment. He obtained his doctorate under Professor Dr Hermann Butzer, Chair for
                             Public Law and Social Law at the law faculty of Leibniz University, Hanover in 2012.
                             He was admitted to the Bar and joined Luther in 2006. He has been a certified spe-
                             cialist in medical law since 2018.

                             Dr Hendrik Sehy is a member of the German association dealing with the laws gov-
                             erning registered physicians who treat persons insured under the statutory health
                             insurance system (Deutsche Gesellschaft für Kassenarztrecht e.V.), and he is also a
                             member of the medical law working group of the association of Hanover-based law-
                             yers and civil-law notaries (Rechtsanwalts- und Notarverein Hannover e.V.). He is
                             also a member of the supervisory board of the charitable private limited liability
                             company of Catholic hospitals in Thuringia (Katholische Hospitalvereinigung Thürin-
                             gen gGmbH). He regularly publishes articles on topics relating to hospital law or
                             registered physicians (e.g. in the specialist journals “das krankenhaus”, “Gesundheit
                             und Pflege”) and is co-author of the specialist book “Das Krankenhaus-MVZ” (pub-
                             lished by A. Goepfert, R. Bühn, C. Conrad).

                                 Areas of practice

                             Hendrik Sehy advises mostly companies that operate in the health care market on
                             all issues pertaining to corporate and medical law, as well as during transaction
                             processes and restructurings. He primarily advises service providers (hospitals,
                             medical care centres, larger medical practices and providers of rehab and nursing
                             care) on all regulatory issues in the context of the establishment, approval and
                             financing of care institutions and with regard to the legal enforcement of remunera-
                             tion disputes. In addition, he also supports clients in the area of law on medical
                             devices in collaboration with his lawyer colleagues at Luther who deal with commer-
                             cial and distribution law.

                             Another area of practice of Hendrik Sehy is the provision of advice to the public sec-
                             tor (including federal states, municipalities and medical associations) on structural
                             measures (particularly in the hospital market) or other regulatory issues relating to
                             the health care industry as well as assistance in social law arbitration proceedings.

                             Together with Dr Eva Rütz, Hendrik Sehy heads the “Inpatient and outpatient service
                             providers” working group, which is part of Luther’s Health Care & Life Science Indus-
                             try Group.

                                  8 | Luther Rechtsanwaltsgesellschaft mbH
Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
Your contacts
Medical Law/Regulatory Affairs

                             Dr Eva Maria K. Rütz, LL.M.

                             Lawyer, Partner, Certified Specialist in Medical Law, Certified Specialist in
                             Labour Law
                             T +49 211 5660 27048

                             Dr Eva Rütz studied law in Cologne (Germany) from 2001 to 2006. Whilst at univer-
                             sity and whilst working on her doctoral thesis, she was on a scholarship for highly
                             talented students awarded by Friedrich Naumann Foundation. Whilst at university,
                             she worked at the Institute for Procedural Law (chaired by Professor Prütting) of the
                             University of Cologne. In 2007, Eva Rütz received her doctorate from the University
                             of Mannheim (Germany) (Professor Taupitz) for a thesis on a medical law topic and
                             was granted the doctoral thesis award bestowed by the University of Mannheim. In
                             2008, she worked as a foreign associate for the German desk of Duane Morris LLP
                             in New York City (USA) before successfully completing a master’s degree pro-
                             gramme in medical law at Heinrich Heine University in Dusseldorf (Germany) in
                             2009. As part of her legal training, she worked for the Medical Association of North
                             Rhine and for the employment law department of the law firm Hengeler Mueller in
                             Frankfurt am Main (Germany), amongst others.

                             Dr Eva Rütz was admitted to the Bar in 2010. Before joining Luther in 2011, she
                             worked for Möller & Partner in Dusseldorf. She has been a certified specialist in
                             employment law and a certified specialist in medical law since 2014 and a partner at
                             Luther since 2016.

                             Dr Eva Rütz’s academic activities include working as a visiting lecturer at Bucerius
                             Law School in Hamburg (Germany), where she primarily lectures on topics at the
                             interface between employment law and medical law. She regularly publishes papers
                             and contributions in legal specialist magazines and law books and is a frequent lec-

                                 Areas of practice

                             Dr Eva Rütz advises on all matters pertaining to individual and collective employ-
                             ment law, including international issues, with a particular emphasis on corporate
                             restructuring and transaction advice and on advising companies from the health
                             care industry on matters at the interface between employment law and medical law.
                             In the area of medical law, she specialises in advising the various health care pro-
                             viders (hospitals, university hospitals, SHI-registered physicians/medical care
                             centres, pharmacists) on the economic aspects of medical law.

                             She heads the working group “Inpatient and outpatient service providers” jointly with
                             Dr Hendrik Bernd Sehy.

                                  Luther Rechtsanwaltsgesellschaft mbH | 9
Medical law for outpatient and inpatient health care providers - Legal and Tax Advice | - LUTHER Rechtsanwaltsgesellschaft mbH
Your contacts
Mergers & Acquisitions

                         Dr Oliver Kairies

                         Lawyer, Partner
                         T +49 511 5458 17643

                         After finishing his vocational training in banking, Dr Oliver Kairies studied law in
                         Hanover, which included training posts in Frankfurt, Stuttgart, Hamburg, Munich and
                         London. He received his doctorate in 2001 and was admitted to the Bar the same
                         year. He has been at Luther (or its respective predecessor) since 2001 and joined
                         the partnership in 2008.

                          Areas of practice

                         Oliver Kairies specialises in assisting and coordinating innovative and complex pro-
                         cedures to form alliances in the health care sector as well as implementing and
                         coordinating competitive tendering procedures, privatisations, and restructuring
                         projects. A further focus of his advisory services is the support of German and inter-
                         national operators and investors in M&A transactions as well as the structuring and
                         design of medical care centre structures and advice on buy & build procedures.
                         Within the scope of insolvency proceedings in the health care sector, Dr Oliver
                         Kairies and his team take care of investor processes that are carried out regularly
                         and the support of the proceedings under regulatory aspects. In addition, Dr Kairies
                         is the coordinator of the Health Care & Life Science Industry Group at Luther.

                           10 | Luther Rechtsanwaltsgesellschaft mbH
Your contacts
Mergers & Acquisitions

                         Dr Thomas Kuhnle

                         Lawyer, Partner
                         T +49 711 9338 19193

                         Dr Thomas Kuhnle studied law in Osnabrück and Hamburg (Germany), before work-
                         ing as a research assistant at the University of Rostock (Germany), from 1994 to
                         1997. He was admitted to the Bar in 1999 and received his doctorate in law in 2000.
                         He has been employed at Luther (or its respective predecessors) since 1999.

                          Areas of practice

                         Dr Thomas Kuhnle provides corporate transaction advice, at both national and inter-
                         national level. His advice ranges from the legal structure of a transaction and the
                         due diligence review to contract negotiations and post-acquisition integration. He
                         further advises on recapitalisations and crisis transactions. His clients include stra-
                         tegic investors from various fields, private equity institutions, start-ups and venture
                         capital investors as well as family offices and banks. Thomas Kuhnle further assists
                         with privatisations and advises board members and managing directors, supervi-
                         sory and advisory board members on complex projects and on all matters pertaining
                         to corporate law. In these areas he also advises on disputes and litigation, in par-
                         ticular on post-M&A and transaction issues.

                         In the health care sector, Dr Thomas Kuhnle has advised on transactions involving
                         large medical laboratories and radiology practices, dental practice chains, fertility
                         clinics and also private hospitals.

                            Luther Rechtsanwaltsgesellschaft mbH | 11
Your contacts
Mergers & Acquisitions

                         Thomas Köhler

                         Lawyer, Partner, Certified Specialist in Tax Law
                         Frankfurt a.M.
                         T +49 69 27229 27027

                         Thomas Köhler trained as a bank clerk from 1982 to 1984 and, from 1985 to 1991,
                         studied law at the Universities of Würzburg and Freiburg in Germany. He was admit-
                         ted to the Bar in 1996 and joined Luther’s predecessor firm in 1994.

                          Areas of practice

                         Thomas Köhler specialises in advising the public sector - especially in the area of
                         health care. He has extensive experience in connection with the strategic, legal and
                         tax design of cooperation models, (partial) privatisations and restructurings. Thomas
                         Köhler has extensive knowledge in the field of law of university hospitals and has
                         served as senior advisor in numerous projects in this context.

                           12 | Luther Rechtsanwaltsgesellschaft mbH
Your contacts
Pharmaceutical Law

                     Cornelia Yzer

                     Lawyer, Of Counsel, Former member of the Berlin Senate
                     T +49 30 52133 21148

                     Cornelia Yzer has worked in an executive function at Bayer AG, as Chief Managing
                     Director of the German Association of Research-based Pharmaceutical Companies
                     (vfa) (1997-2012), Member of the German Parliament (1990-1998), Parliamentary
                     State Secretary at the Federal Ministry for Education, Science, Research and Tech-
                     nology, Senator for Business, Research and Technology of the State of Berlin,
                     Chairwoman of the Administrative Board of of Investitionsbank Berlin, Member of
                     the Strategic Advisory Board of Medidata Inc., New York (SA), Member of the Euro-
                     pean Advisory Board of the medical products manufacturer Guidant, chairwoman of
                     the Board of Trustees of major research institutions (German Cancer Research Cen-
                     tre (DKFZ), Max Delbrück Centre for Molecular Medicine (MDC) and member of the
                     board of the European Federation of Pharmaceutical Industries and Associations
                     (EFPIA) and the International Federation of Pharmaceutical Manufacturers and
                     Associations (IFPMA).

                     Cornelia Yzer studied law and business at the Universities of Bochum and Münster
                     (both Germany). She was admitted to the Bar in 1990.

                      Areas of practice

                     Cornelia Yzer advises domestic and foreign companies on mergers and acquisitions
                     and on regulatory issues, making them benefit from her many years of experience in
                     industry and in government positions. A particular industry focus of Cornelia Yzer
                     are the life science and digital economy sectors. At Luther Rechtsanwalts-
                     gesellschaft, Cornelia Yzer is the coordinator of the Health Care & Life Science
                     sector and the Digital Health working group.

                     Furthermore, Cornelia Yzer advises her clients on all aspects of research funding.

                        Luther Rechtsanwaltsgesellschaft mbH | 13
Your contacts
Pharmaceutical Law

                     Denis Ullrich

                     Lawyer, Partner
                     T +49 341 5299 0

                     Denis Ullrich studied law with a major in economics at the University of Bayreuth
                     (Germany). He joined Luther in 2005.

                      Areas of practice

                     Denis Ullrich specialises in advising on the sale and acquisition of companies and
                     shares in companies (M&A), the incorporation of companies and the reorganisation
                     of companies and groups. His work also includes restructuring and crisis transac-
                     tions. His clients include medium-sized companies, international groups and
                     strategic investors from various industries as well as private equity companies and
                     entrepreneurs within the framework of succession planning. Furthermore, Denis
                     Ullrich advises shareholders, management board members, managing directors,
                     supervisory board and advisory board members on all matters pertaining to corpo-
                     rate law.

                     A further focus of Denis Ullrich’s consulting activities lies in the area of pharmaceu-
                     ticals and biotechnology. Here he advises clients in the context of transactions,
                     cooperations and joint ventures as well as on complex contractual arrangements
                     and regulatory aspects.

                     Denis Ullrich is the coordinator of the Health Care & Life Science sector at Luther.

                       14 | Luther Rechtsanwaltsgesellschaft mbH
Your contacts
Medical Technology

                     Dr Ulrich Philippi

                     Lawyer, Partner
                     T +49 711 9338 19181

                     Dr Ulrich Philippi studied law in Tübingen and Berlin (Germany), and after passing
                     his second State exam went on to do a doctorate in the area of corporate law. He
                     joined Luther (or its respective predecessor) in 1997 and is head of Luther’s Stutt-
                     gart office.

                      Areas of practice

                     Ulrich Philippi mainly advises national and cross-border M&A transactions. His
                     activities include providing comprehensive advice on structuring and sales pro-
                     cesses and acquisitions, including management buy-outs, crisis and corporate
                     restructuring transactions. In recent years, Ulrich Philippi has advised numerous
                     sales processes as well as acquisitions of family-run companies and foreign corpo-
                     rations. Furthermore, Ulrich Philippi advises on corporate law and shareholder
                     disputes. His clients include private and strategic investors, family offices and banks.

                        Luther Rechtsanwaltsgesellschaft mbH | 15
Your contacts
Medical Technology

                     Dr Christoph von Burgsdorff, LL.M. (Essex)

                     Lawyer, Certified Specialist in Commercial and Corporate Law, Partner
                     T +49 40 18067 12179

                     After studying law in Kiel, Germany, and Surrey, England, from 1994 to 1999, he
                     went on to receive a Master of Laws degree from the University of Essex, England
                     in the year 2000. In 2001, he obtained his doctorate in European Union Law from the
                     University of Kiel under Prof. Dr Albert von Mutius. During his practical legal training
                     in the District of the Higher Regional Court of Schleswig-Holstein he worked at
                     Freshfields Bruckhaus Deringer and Allen & Overy, among other things. He was
                     admitted to the Bar in 2003 and has been working for Luther ever since. In 2006, Dr
                     von Burgsdorff spent a secondment with the international law firm Pinsent Masons
                     in London. Christoph von Burgsdorff has been a certified specialist in commercial
                     and corporate law since 2007.

                     He is heading the Nordic Desk together with Dr Richard Happ and Detlev Stoecker.
                     He is a member of the Health Care & Life Science Industry Group and, together with
                     Dr Kuuya Chibanguza, is responsible for the area Medical Technology.

                      Areas of practice

                     Christoph von Burgsdorff specialises in negotiating and drafting commercial and
                     distribution agreements, commercial leases, sales contracts, General Terms and
                     Conditions (GTC) and service agreements. He also represents the interests of large
                     and medium-sized companies in domestic and international litigation and arbitration
                     proceedings, particularly under the DIS, ICC and LCIA rules as well as in ad-hoc
                     proceedings. He has more than 17 years professional experience in providing stra-
                     tegic conflict advice and in conflict management. His industry focus is on health care
                     & life science, textile industry, logistics and plant construction as well as maritime &
                     shipping. Christoph von Burgsdorff’s clients include medium-sized and large com-
                     panies as well as public authorities.

                     He regularly publishes on current international trade topics as well as the law on
                     medical devices and gives lectures on current contractual and liability law issues at
                     events organised by industry associations.

                       16 | Luther Rechtsanwaltsgesellschaft mbH
Your contacts
Medical Technology

                     Dr Kuuya Josef Chibanguza, LL.B.

                     Lawyer, Senior Associate, Certified Specialist in International Business Law
                     T +49 511 5458 16837

                     Dr Kuuya Josef Chibanguza is a certified specialist in international business law. He
                     studied law at the University of Osnabrück (Germany), completing at the same time
                     a Bachelor of Laws (LL.B.) programme in business law. He was also awarded his
                     doctorate for a thesis on a European law topic. Kuuya Chibanguza has worked as a
                     lawyer at Luther since 2013.

                     In addition to working as a lawyer at Luther, he is also a visiting lecturer and author
                     of various specialist publications.

                      Areas of practice

                     Kuuya Chibanguza is frequently recommended as an advisor to national and inter-
                     national clients with regard to the issue of mitigating (product) liability risks in the
                     context of digitalisation (Industry 4.0). In a series of courses developed by him
                     regarding “Legally sound project management”, he regularly holds workshops, in
                     particular on the question of how to mitigate risks in purchasing and distribution.
                     Kuuya Chibanguza also advises domestic and international clients on contract,
                     commercial and distribution law. He has special expertise in dispute resolution, in
                     and out of court, including as an advisor in arbitration proceedings.

                     Dr. Chibanguza is co-head of the Medical Technology working group at Luther.

                     He is also Director of the German association Interdisziplinäres Institut für Automa-
                     tisierte Systeme e.V. (RifaS) in Hanover.

                        Luther Rechtsanwaltsgesellschaft mbH | 17
Your contacts
Public Procurement Law

                         Ulf-Dieter Pape

                         Lawyer, Partner, Dipl.-Verwaltungswirt, Certified Specialist in Public
                         Procurement Law
                         T +49 511 5458 17627

                         After completing his vocational education as a graduate in public management
                         (Dipl.-Verwaltungswirt), Ulf-Dieter Pape studied law, and was admitted to the Bar in
                         1998. He joined Luther’s predecessor firm in 1999 and has remained with the firm

                          Areas of practice

                         Ulf-Dieter Pape mainly advises public authorities and private companies on all
                         aspects of public procurement law. He has extensive experience in accompanying
                         procedures for procurement by tender on both the side of the contractor and the
                         bidder. He has special expertise in the health care sector and in recent years has
                         accompanied several procedures for the procurement of medical technology and for
                         participation in purchasing groups. Furthermore, he is active in review procedures
                         for both public clients and bidders.

                           18 | Luther Rechtsanwaltsgesellschaft mbH
Your contacts
Public Procurement Law/Real Estate

                            Achim Meier

                            Lawyer, Partner, Real Estate Economist (ebs)
                            T +49 201 9220 24022

                            Achim Meier studied law at the Ruhr University in Bochum (Germany), and real
                            estate economics at the European Business School. During his studies he special-
                            ised in the field of real estate law and has been heading Luther’s practice group
                            “Real Estate Law”, which comprises a team of about 60 lawyers, for nine years now.
                            He is a member of the International Bar Association and of the Association of Ger-
                            man Construction Law Lawyers (ARGE Baurecht) organised by the German Bar
                            Association (Deutscher Anwaltverein).

                             Areas of practice

                            Achim Meier, Head of the Real Estate Service Line and coordinator of the Real
                            Estate & Infrastructure sector at Luther, specialises in private sector building law and
                            architectural law, real estate and public procurement law. His clients include univer-
                            sities, university clinics, hospitals, building companies and institutional builders. He
                            is a nationally recognised expert for construction-related consulting in complex
                            structural engineering, infrastructure and plant construction projects. As a lawyer
                            and real estate economist and on the basis of his special experience in the success-
                            ful realisation of complex building projects, he accompanies projects from the early
                            strategic positioning, the structuring of national and international public contract
                            award procedures (e.g. partnership models), to the completion of the building.

                            Furthermore, he represents his clients in judicial and extra-judicial disputes. A par-
                            ticular focus of his work is providing strategic advice, defending and enforcing
                            supplementary claims, and developing claim management strategies.

                               Luther Rechtsanwaltsgesellschaft mbH | 19
Your contacts
Real Estate

                Dr Thomas Gohrke

                Lawyer, Partner, Certified Specialist in Administrative Law
                T +49 341 5299 0

                From 1991 to 1996, Dr Thomas Gohrke studied at the University of Leipzig (Ger-
                many), where was also awarded his doctorate in 2000. He was admitted to the Bar
                in 1998 and has been employed at Luther (or its respective predecessors) since
                1999. In 2003, he additionally qualified as a Certified Specialist in Administrative
                Law. Dr Thomas Gohrke is based in our offices in Leipzig and Hanover, but provides
                advisory services throughout Germany.

                 Areas of practice

                Dr Thomas Gohrke’s advisory services focus on real estate law (project develop-
                ments, transactions) and European, administrative and public procurement law in
                the highly regulated areas of health care and gambling. His clients include public
                sector clients as well as private companies operating in regulated industries or in the
                real estate sector. Dr Thomas Gohrke is also the author of numerous textbooks and
                various professional publications and coordinates the Real Estate & Infrastructure
                sector at Luther.

                  20 | Luther Rechtsanwaltsgesellschaft mbH
Your contacts
Real Estate

                Dr Katja Schwenzfeier

                Lawyer, Partner
                T +49 30 52133 0

                After training as a paralegal and notary’s clerk, Dr Katja Schwenzfeier studied law at
                the University of Potsdam (Germany). From 2004 to 2006 she completed her train-
                eeship in Berlin. She joined Luther in 2006 and was admitted to the Bar in 2007. In
                2010 she received her doctorate in international contract law. During a secondment
                with one of the largest Austrian real estate companies in 2013, she was able to gain
                in-house experience in transaction and asset management.

                Dr Katja Schwenzfeier regularly gives presentations on various real estate law topics.

                 Areas of practice

                Dr Katja Schwenzfeier provides comprehensive legal advice to German and interna-
                tional investors in the field of transactions, including the purchase and sale of
                properties both by way of asset and share deals. She is not only involved as project
                manager in the due diligence phase of a transfer but also drafts and implements the
                necessary agreements. In the follow-up of the purchase of one or several properties
                and/or the acquisition of companies, Dr Katja Schwenzfeier also advises on how to
                best integrate new units or companies into the existing corporate structure in strate-
                gic terms or helps to shape a new company structure.

                Furthermore, Dr Katja Schwenzfeier provides advice on all issues of asset and prop-
                erty management with a focus on commercial units which account for the largest
                share of her activity. She pays particular attention to the asset class of care proper-
                ties, among other things. Here she advises both owners and operators in various
                ways. The drafting of contracts (also for assisted living concepts), the enforcement
                of claims in and out of (arbitration) court or the defence against claims as well as any
                foreclosure measures are also part of her advisory portfolio.

                Dr Katja Schwenzfeier heads the working group “Nursing Market”.

                   Luther Rechtsanwaltsgesellschaft mbH | 21
Your contacts
Employment Law

                 Sebastian Fedder

                 Lawyer, Partner, Certified Specialist in Employment Law
                 T +49 40 18067 12197

                 After finishing his law degree, Sebastian Fedder was admitted to the Bar in 1994. He
                 joined Luther’s predecessor firm in 1999 and has been a partner since 2004.

                  Areas of practice

                 Sebastian Fedder advises on collective and individual employment law in connec-
                 tion with corporate restructuring and reconciliation of interests/redundancy
                 programmes. Further focal points are works constitution law, personnel representa-
                 tion law and public service law as well as collective bargaining law including the
                 negotiation of company and collective restructuring wage agreements, especially in
                 hospital companies. He also advises on questions of supplementary pension law
                 (VBL/ZVK) and law relating to company pension funds.

                 He has extensive experience in advising private and public sector companies on
                 complex transactions and restructurings with the focus on privatisation projects as
                 part of formal and informal procedures at the federal, state and municipal level
                 including due diligence. He has extensive experience in the hospital company trans-
                 actions (around 70 transactions).

                 In addition, Sebastian Fedder regularly gives lectures on labour law topics. He is the
                 co-publisher of Blanke/Fedder, Handbuch Privatisierung [Privatisation Manual], 2nd
                 edition Nomos Verlag 2010, and co-author Handbuch Konzernarbeitsrecht [Manual
                 Employment Law for Groups], 1st edition, C.H. Beck 2015.

                   22 | Luther Rechtsanwaltsgesellschaft mbH
Your contacts

                Jens Röhrbein

                Lawyer, Tax Advisor, Partner, Dipl.-Finanzwirt (FH)
                T +49 511 5458 20129

                Jens Röhrbein successfully completed his studies of business administration and
                tax pursued during the period from 1986 to 1989, qualifying as Diplom-Finanzwirt
                (FH) before spending several years with the tax administration of Lower Saxony.
                From 1990 to 1995, he studied law at Leibniz University, Hanover (Germany). Jens
                Röhrbein was admitted to the Bar in 1998 and was accredited as tax adviser in 2001.
                From 1998 to 2009, he worked for one of the big four global accountancy and tax
                consulting firms in the area of tax law (Corporate/International Tax) before joining
                Luther in 2009.

                 Areas of practice

                Jens Röhrbein has many years of experience in tax law consulting. He advises his
                clients primarily in the area of corporate tax law. His industry focus is on companies
                in the health care sector. In addition to assistance with the acquisition, sale and
                reorganisation of companies as well as the creation of cooperations, the range of
                Jens Röhrbein’s advisory services also particularly focusses on providing advice to
                legal entities under public law and their affiliated companies as well as non-profit
                organisations on all issues related to tax law. In this context, tax law advice on real
                estate investments is also one of his areas of practice.

                   Luther Rechtsanwaltsgesellschaft mbH | 23
Your contacts

                Dr André Große Vorholt

                Lawyer, Partner
                T +49 89 23714 12460

                Dr André Große Vorholt studied law in Freiburg i. Breisgau (Germany), and was
                admitted to the Bar in 1998. During his legal training and while working on his doc-
                torate, he worked for the Max Planck Institute for Foreign and International Criminal
                Law, the Department for Criminal Law and Legal Theory in Freiburg i. Breisgau,
                Club Med and Credit Suisse. Dr Große Vorholt worked as a lawyer in Heidelberg
                from 1998 to 2001 and as in-house lawyer for Deutsche Bahn AG in Frankfurt in
                2002. He joined Luther in 2003 and was the head of Luther’s Mannheim office until
                2007. Dr Große Vorholt has been the location head of Luther’s Munich office since
                2007 and also heads the service line “Corporate Criminal and Criminal Tax Law”.
                Dr André Große Vorholt is the author of numerous publications concerning corpo-
                rate criminal and criminal tax law and compliance (for example, he is the author of
                the compendium: “Wirtschaftsstrafrecht - Risiken - Verteidigung - Prävention“ (Cor-
                porate Criminal Law - Risks - Defence - Prevention), 2nd edition 2007).

                 Areas of practice

                Dr André Große Vorholt specialises in corporate criminal and criminal tax law, liabil-
                ity law and compliance. He represents companies and individuals in investigations
                concerning criminal and administrative offences. Furthermore, he advises compa-
                nies on recovery issues (enforcement of claims for damages) and, within the scope
                of M&A transactions, on identifying risks under corporate criminal law. Dr Große
                Vorholt also advises companies within the scope of prevention on the introduction
                and implementation of efficient compliance structures. Dr Große Vorholt acts as
                compliance lawyer of trust, also referred to as “legal confidant” or “ombudsman”, for
                some of his clients.

                  24 | Luther Rechtsanwaltsgesellschaft mbH
Your contacts

                Prof. Dr Jörg Rodewald

                Lawyer, Partner, Dipl.-Kaufmann
                T +49 30 52133 21189

                Prof. Dr Jörg Rodewald studied law and business administration in Cologne (Ger-
                many). He is an honorary professor for business taxation at the University of
                Potsdam (Germany). Jörg Rodewald has worked as an attorney at Luther since

                 Areas of practice

                Prof. Dr. Jörg Rodewald advises on all issues relating to German private limited
                companies and partnership law (including representing his clients in court), acquisi-
                tions and sales of companies, mediation services in connection with disputes among
                shareholders/partners, and handling D&O liability issues (prevention and rep-
                resentation in legal disputes). He also supports companies in the establishment,
                further development and evaluation of compliance management systems.

                   Luther Rechtsanwaltsgesellschaft mbH | 25
Hits the mark. Luther.

Luther Rechtsanwaltsgesellschaft mbH is one of the leading corporate law firms in Germany. With some 420 lawyers and tax
advisors, we can advise you in all fields of German and international corporate law. In addition to having offices in every eco-
nomic centre throughout Germany, we are also present in ten locations abroad: in Brussels, London and Luxembourg in Europe,
and in Bangkok, Delhi-Gurugram, Jakarta, Kuala Lumpur, Shanghai, Singapore and Yangon in Asia.

Our advisory services are tailored to our clients’ corporate goals. We take a creative, dedicated approach to achieving the best
possible economic outcome for each of our clients.

The name “Luther” stands for expertise and commitment. With a passion for our profession, we dedicate all our efforts to solving
your issues, always providing the best possible solution for our clients. Not too much and not too little – we always hit the mark.

We know how crucial it is to use resources efficiently and to plan ahead. We always have an eye on the economic impact of our
advice. This is true in the case of strategic consulting as well as in legal disputes.

We have complex projects on our agenda every day. At Luther, experienced and highly specialised advisors cooperate closely
in order to offer our clients the best possible service. Thanks to our fast and efficient communication, permanent availability and
flexibility, we are there for you whenever you need us.

Luther won the JUVE Award ‘Law Firm of the Year 2019’.

About us

  Lawyers and                       Locations                             Long-standing                 Offices in international
  tax advisors                                                            connections to commercial     financial centres and
                                                                          law firms worldwide           investment locations

   420                                  20
                                                26 | Luther Rechtsanwaltsgesellschaft mbH
Our locations

We have a global outlook, with offices in ten key economic and financial centres in Europe and Asia. We also maintain close
relationships with leading corporate law firms worldwide. This way, we ensure a seamless service for our clients throughout their
demanding international projects.

In continental Europe, Luther is part of a group of independent law firms, each one a leader in its own country, that have been
cooperating regularly on international mandates for many years.

Our partner firms are based in Africa, Australia and New Zealand, Europe, Israel, Japan and Korea, the Middle East, Russia and
the CIS, South and Central America, the US and Canada.

  Luther locations
  Best friends                                                            Our locations
                                                                          Bangkok                 Jakarta
                                                                          Berlin                  Kuala Lumpur
                                                                          Brussels                Leipzig
                                                                          Cologne                 London
                                                                          Delhi-Gurugram          Luxembourg
                                                                          Dusseldorf              Munich
                                                                          Essen                   Shanghai
                                                                          Frankfurt a.M.          Singapore
                                                                          Hamburg                 Stuttgart
                                                                          Hanover                 Yangon

                                               Luther Rechtsanwaltsgesellschaft mbH | 27
Our industries

  Our lawyers and tax advisors focus on                                  Energy
  advising clients from five industries. Hits
  the mark.

                                                                      Conventional or renewable energies: We work efficiently and

  Health Care &                                                          Information Tech &
  Life Science                                                           Telecommunications

With our expertise, we have our finger on the pulse of time.          We connect today with tomorrow.

  Mobility &                                                             Real Estate &
  Logistics                                                              Infrastructure

We understand what gets you moving and can set you on the             We lay the foundation for you to build on.
right course.

                                               28 | Luther Rechtsanwaltsgesellschaft mbH
Our practice areas

Antitrust Law             Capital Markets &                     Commercial &           Complex Disputes
                          Banking                               Distribution Law,
                                                                Product Liability/
                                                                Product Compliance

Compliance &              Corporate/M&A                         Data Protection Law    Employment Law
Internal Investigations

Energy Law                Environment &                         Financial Services     IP & Copyright Law
                          Planning Law,

IT Law                    Insurance Law                         International          Notarial Services
                                                                Trade Law

Public                    Public Subsidies/                     Real Estate            Restructuring &
Procurement Law           State Aid Law                                                Insolvency

State, Administration,    Tax Law                               White-Collar Crime &
Public Undertakings                                             Tax Offences

                                       Luther Rechtsanwaltsgesellschaft mbH | 29
Our awards

       In the 2020/2021 JUVE Guide to Commercial Law Firms, 45 lawyers from Luther were recommended, and
       nine of these were also listed as “leading advisors”. The legal publisher JUVE published rankings for a total
       of 28 areas of law. In 2019, Luther was named “Law Firm of the Year 2019” by JUVE and, in addition, was
       nominated for the JUVE awards “Law Firm of the Year for Mergers & Acquisitions” and “Law Firm of the
       Year for Dispute Resolution”. In the past, Luther has already won “Law Firm of the Year 2017 for Environ-
       mental and Regulatory Law”, “Law Firm of the Year 2015 for Distribution/Trade/Logistics”, “Law Firm of the
       Year 2014” in the categories of “Energy Law”, “Regulated Industries” and “Private Sector Building Law”
       (Germany), and in 2011 “Law Firm of the Year for Distribution Systems”.

       The Legal 500
       “The Legal 500 Deutschland 2020” recommends 68 lawyers from Luther, six of whom are recognised as
       leading. A total of 26 areas of law were ranked. 52 lawyers were named in Legal 500 in 2019, five of them
       winning awards.

       In 2020 Luther received awards from Chambers in Germany in twelve practice areas: Commercial Contracts
       (band 2), Corporate/M&A: Mid-Market (band 2), Dispute Resolution (band 5), Employment (band 3), Energy
       (band 3), Projects: Construction (band 4), Public Law (band 4), Public Law: Planning and Environment (band
       3), Public Law: Public Procurement/PPP (band 4), TMT: Information Technology (band 4), as well as in Lux-
       embourg in Corporate/M&A (band 4) and Dispute Resolution (band 3). In addition, 18 partners were ranked
       by Chambers Europe in 2020, six of whom were also included in the rankings in Chambers Global.

       Luther is one of the ten most frequently recommended law firms in Germany according to the German survey
       of law firms “Kanzleimonitor 2020/2021”. Luther ranks 6th in terms of its range of legal services, with 22
       (out of 32) areas of laws. Luther achieved top 5 rankings in employment law (2nd place), corporate law
       (3rd place) and energy law (4th place). A total of 13 Luther lawyers were recommended by in-house lawyers.

       “Best Lawyers in Germany 2021”
       For the year 2021, 81 of Luther’s partners have been recommended as “Best Lawyers in Germany 2021”,
       an award presented by the US publisher “Best Lawyers” in cooperation with the German Handelsblatt.
       Dr Martin Fleckenstein has been awarded “Lawyer of the Year” in “Land Use and Zoning Law”.

       Twelve of Luther’s partners are listed in WHO’S WHO LEGAL in 2020, two of whom were recognised as
       Thought Leaders and one as a Future Leader.

       Global Arbitration Review
       In 2019, the English legal journal “Global Arbitration Review included Luther for the eighth time in a row in
       its “GAR 100”, a list of law firms specialising in arbitration law assessed by the journal throughout the world.

                                 30 | Luther Rechtsanwaltsgesellschaft mbH

The digital revolution is well under way. In a highly competitive market where new business models are always being
developed and existing processes are continually being challenged, multinational groups, well-established medium-
sized businesses and small start-ups are all looking for the best possible ways to position themselves in this environ-
ment. In order to do this, they do not just call existing business models into question, but also create completely new,
innovative forms of cooperation. This revolution is being driven by numerous recent technological developments,
such as cloud computing, digital platforms, Big Data and artificial intelligence, the Internet of Things and blockchain

                                                                       Protecting Intellectual   Artificial Intelligence &
  Luther.Digital supports and advises comprehensively on               Property                  Big Data
  all legal areas relating to digital business models, agile
  architectures and technical levers as well as the neces-
  sary transformation processes in the company. From the
  realignment of value chains to commercial and distribu-
  tion law aspects, employment law, IT and data protection
  topics up to and including digital compliance and anti-
  trust law.                                                           Digital Infrastructure    Digital Value
  Luther.Digital supports you in all the phases of upcoming
  transformation projects – from strategic dialogue to
  LegalTech solutions and the subsequent change process.

 Blockchain & FinTech             Data Protection &                    Future Work               Legal Operations

 Digital Legal Services           Digital Media & Gaming               Platforms &               Start-ups &
                                                                       Communities               Venture Capital

                                               Luther Rechtsanwaltsgesellschaft mbH | 31
Luther Rechtsanwaltsgesellschaft mbH
Anna-Schneider-Steig 22
50678 Cologne, Germany
Telephone +49 221 9937 0
Telefax +49 221 9937 110

For reasons of better legibility, the simultaneous use of gender-specific language
forms is dispensed with. Corresponding terms apply in principle to all genders in the
sense of equal treatment. The abbreviated form of language has editorial reasons and
does not imply any valuation.

Release: November 2020

                                              32 | Luther Rechtsanwaltsgesellschaft mbH
Bangkok, Berlin, Brussels, Cologne, Delhi-Gurugram, Dusseldorf, Essen,
    Frankfurt a.M., Hamburg, Hanover, Kuala Lumpur, Jakarta, Leipzig, London,
    Luxembourg, Munich, Shanghai, Singapore, Stuttgart, Yangon

    You can find further information at:

Legal and Tax Advice |
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