Noerr advises Biesterfeld on transition to SE

Noerr has successfully advised Biesterfeld AG, a leading global distributor of plastics, rubber, and specialty chemicals, on its conversion from a German stock corporation to a societas Europaea (SE). The conversion, which was resolved by Biesterfeld’s general meeting on 20 November 2024, became effective on 16 December 2024 upon its registration in the commercial register.

Founded in 1906 and headquartered in Hamburg, the Biesterfeld Group operates across 50 locations worldwide and generates annual revenues of 1.38 billion euros. With a family-owned structure, Biesterfeld’s operations span Europe, North and South America, Asia, and Africa, employing over 1,100 people.

Noerr’s team, led by partner Stephan Schulz, provided comprehensive legal advice throughout the conversion process. This included preparing the reorganisation documentation and assisting with the general meeting required for the change. Noerr also supported Biesterfeld with employment law matters, particularly the formation of a special negotiating body (SNB) consisting of 22 employee representatives from 15 countries. Noerr drafted the employee involvement agreement for the SE and provided assistance during negotiations.

The advisory team included partners Patrick Mückl, Boris Blunck, and Johannes Allmendinger from Noerr’s employment and pensions team, with associate Jan Lohse contributing to corporate and capital markets matters.

Biesterfeld engaged local counsel from several European firms, including Liedekerke (Belgium), Castrén & Snellman Attorneys Ltd (Finland), Capstan Avocats (France), and others across various jurisdictions.

This move aligns with Biesterfeld’s long-term strategic vision to enhance its corporate structure and create a more unified, flexible entity across Europe.