Venture capital financing in Germany · Berlin · advising across Germany

Venture capital financing in Germany

A venture financing changes ownership, control and future flexibility. The documents need to reflect the commercial deal with precision.

Who it is for

For founders, companies and investors.

Every round connects capital requirements with new rights and obligations across the shareholder base.

01

Founders & sellers

Founders & sellers receive a clear view of the available routes, material risks and decisions involved in structure & term sheet.

02

Investors & buyers

Investors & buyers can align their commercial interests with the rights and obligations that shape due diligence.

03

Management teams

Management teams gain a practical basis for taking responsibility and carrying documents & closing through to completion.

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Advice

Support from first draft through closing.

Term sheet, due diligence, investment documents and corporate completion are coordinated as one transaction.

01

Structure & term sheet

Structure & term sheet is reviewed alongside the people, documents and decisions it will affect.

  • Establish the facts relevant to structure & term sheet
  • Test the available options and their commercial effect
  • Turn the agreed route into clear documents and actions
02

Due diligence

The legal work on due diligence is kept closely aligned with the transaction and its next milestones.

  • Establish the facts relevant to due diligence
  • Test the available options and their commercial effect
  • Turn the agreed route into clear documents and actions
03

Documents & closing

Available routes for documents & closing are weighed by their legal effect, operational burden and room for negotiation.

  • Establish the facts relevant to documents & closing
  • Test the available options and their commercial effect
  • Turn the agreed route into clear documents and actions

Contact

Preparing a financing round?

Share the stage, expected volume and document status. I will respond about possible support for the round.

Get in touch

How we work

Sort the deal issues early.

Commercial points, legal risks and time-critical workstreams are prioritised before documents move into detail.

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01

Understand the position

The objective, stakeholders, existing documents and timing are organised before work begins on structure & term sheet.

02

Develop the right route

Options for due diligence are assessed by legal effect, commercial consequence and practical workload.

03

Carry the decision through

The agreed approach to documents & closing is taken through documents, approvals and completion.

Practical perspective

What matters in practice

The following points explain typical decisions and dependencies in this area of advice.

Understand the economics of the term sheet

Valuation and investment amount show only part of the outcome. Liquidation preference, anti-dilution, vesting and the chosen instrument together determine how opportunity and downside are shared between founders and investors.

  • Trace pre-money and post-money ownership
  • Model exit proceeds under the liquidation preference
  • Assess dilution and the employee pool together

Design post-round governance

Information rights, reserved matters and board composition shape the company’s future room to act. The framework should protect legitimate interests without unnecessarily obstructing operating decisions.

  • Define reserved matters precisely
  • Test majorities and potential deadlock scenarios
  • Align reporting obligations with available company data

Distinguish signing from closing

Signing often does not complete the financing. Capital measures, notarial declarations, commercial register filings and other closing conditions need to be completed in the correct sequence.

  • Set conditions precedent and owners for each workstream
  • Align corporate documents with the investment agreement
  • Track funds flow, registration and the updated cap table

Editorial responsibility: Dr. Philipp Lerch · Last reviewed: 29 August 2026

Dr. Philipp Lerch, Attorney for businessesDr. Philipp Lerch
Attorney · Berlin

Profile

Legal precision meets commercial understanding.

As an attorney with experience at an international business law firm and an additional background in computer science, I combine corporate law expertise with a clear understanding of business models, processes, and technology.

  • Former attorney at Hogan Lovells International LLP
  • Two German honours examinations with a focus on commercial and corporate law
  • Dr. jur. and LL.M. Corporate and Commercial Law, University of Sheffield
  • B.Sc. Computer Science, Free University of Berlin
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FAQ

Frequently asked questions

How does advice on venture capital financing in germany begin?

The first step is to understand the objective, stakeholders, documents and timing. That shows whether a focused review is sufficient or whether structure & term sheet needs a broader workstream.

Which decisions shape venture capital financing in germany?

Due diligence usually shapes the commercial effect of the arrangement. The decisive issues are therefore addressed before drafting moves into detail.

What can support with venture capital financing in germany include?

Support can be limited to a specific assessment or continue through drafting, negotiation and completion, including documents & closing and coordination with other advisers where needed.

Contact

Preparing a financing round?

Share the stage, expected volume and document status. I will respond about possible support for the round.

kontakt@philipplerch.deCall directly030 83239858Berliner Allee 45, 13088 Berlin, Germany