A medium-sized client, a non-listed stock corporation in the field of software development, would like to enter into closer cooperation with his long-standing sales partner, a listed stock corporation.

The listed company would like to become a shareholder in the client with the aim of fully consolidating it in its IFRS consolidated financial statements. However, the medium-sized client would like to retain his entrepreneurial freedom and independence as far as possible and, in particular, does not want to be materially integrated into the group of the listed sales partner. Material control of the medium-sized client is not at all important to the client's sales partner, but its complete consolidation in the consolidated financial statements.

KOCH develops a tailor-made organizational structure for this cooperation, which on the one hand enables the client to be fully consolidated according to IFRS principles, but on the other hand legally secures the client's entrepreneurial freedom at all times. The existing sales framework contract between the client and the listed sales partner is fundamentally reformed and intertwined with the contract that regulates the acquisition of shares and the adjustment of the corporate law constitution, including the composition of the client's supervisory board, so that the client retains the desired entrepreneurial freedom. Finally, the auditor that certifies the consolidated financial statements of the listed company, recognizes the full consolidation of the client according to IFRS.

On the new contractual basis developed by KOCH, the cooperation between the client and the listed company is developing very successfully.