Antonia Volhard
Attorney-at-Law
Focus areas: Corporate · Venture Capital · Co-Founder Leaver Events · Employment Law · MedTech · Travel & Hospitality · Restructuring · Founder & Investor Counsel · Litigation
Antonia Volhard advises founders, investors and companies at the intersection of corporate and employment law: two disciplines that rarely stay in their lanes and, at most firms, rarely talk to each other.
She started in venture capital financing – equity rounds, convertible loan agreements, shareholder agreements across industries – before moving into employment law, where she discovered a taste for exactly the cases that make other lawyers reach for a colleague: the ones where the corporate file and the employment file turn out to be the same file.
What she does
Antonia advises high-growth companies, founders and investors across the full corporate and employment lifecycle – from the first financing round to the moments where the cap table and the employment contract land on the same desk.
She has advised on:
- Venture capital financings: equity rounds from seed through later stage, convertible loan agreements, advising both founders and investors. Work spans cap table architecture, shareholder agreement negotiations and the governance questions that shape what equity actually means when it matters.
- Co-founder leaver events: a core specialty, and one she thinks about more than is probably healthy: the cases where a founding team fractures and the file needs both a corporate lawyer and an employment lawyer in the same room. Miss the employment layer and you get disputes. Miss the corporate layer and you get dead equity. Miss both and you get a very expensive lesson. Antonia advises on the exit mechanics, the good/bad leaver architecture, and the shareholder and service agreement questions that determine whether a leaver situation resolves cleanly – or doesn’t.
- Employment law for fast-growing companies: general employment law advisory and litigation support for companies scaling rapidly: from the first employment contracts through to board-level decisions, and everything in between. Particular experience in travel and hospitality, where complex workforce structures, multi-jurisdiction presence and operational intensity tend to generate the full spectrum of employment law questions at once.
- Restructurings – workforce restructurings for companies, from strategic planning through to execution.
- Corporate housekeeping: ongoing corporate counsel for startups and scale-ups: shareholder resolutions, cap table management, share transfers and the governance maintenance that accumulates quietly between rounds – and matters enormously once diligence begins.
Her approach
Corporate and employment law collide most often at exactly the moments that matter most: a co-founder exit, a senior hire with equity, a restructuring that changes who owns what. Most firms handle these moments by routing the file to two separate teams and hoping the advice converges.
Antonia works at this intersection by design. Her practice is built around cases where one file needs both disciplines and where the best outcome comes from someone who holds both at once.
Christoph HeidA
Research Associate
Focus areas: Corporate · Tax Structuring · Corporate Tax Law· Employee Participation (ESOP / VSOP / PPRs) · Corporate housekeeping· Founder Counsel · Private Equity · Private Clients
Christoph Heida advises companies, shareholders, founders and investors at the intersection of corporate and tax law — with one conviction: that tax considerations should not be retrofitted into a structure after the fact, but built into it from the outset.
He brings experience from leading tax law firms, where he developed a practice around structuring that is not only legally sound but built to last. He joined season5 in 2026.
What he does
Christoph guides clients through transactions, participation structures and tax law matters where the right architecture makes the difference — not just the next step
His work includes:
- Tax Structuring — the tax architecture behind the deal: holding structures, reorganisations, cross-border structuring, and the tax-sensitive choices that determine whether a structure works in practice or only on paper.
- Corporate & Business Tax Law — corporate advice with a tax lens: from incorporation through changes in shareholding to complex restructurings, where tax law is not an afterthought but a driver.
Corporate Housekeeping — ongoing corporate counsel for startups and growing companies: shareholder resolutions, cap table management, share transfers, amendments to articles of association, and the day-to-day governance items that accumulate quietly between financing rounds. - Founder Counsel — advising founders from the earliest stages of the company-building process: choosing the right legal form, setting up a holding structure that still makes sense at exit, and getting the foundational decisions right before they become expensive to unwind.
- Employee Participation (ESOP / VSOP / PPRs) — designing and implementing employee participation programmes from first draft through to tax ruling where needed: Genussrechte, ESOPs, VSOPs, hurdle and growth shares.
- Private Equity & Private Clients — advising investment vehicles and high-net-worth individuals on investment structures, management participations, and the tax questions that arise when capital and companies meet. For private clients, Christoph’s work extends to succession planning: structuring the transfer of business assets and private wealth in a way that is tax-efficient and legally robust. The decisions that shape a succession tend to be made years before they take effect; getting them right early is what makes the difference.
His approach
Tax law is not an afterthought. Building a structure without thinking through the tax implications from day one means building on sand and that tends to become apparent at exactly the moment when it is too late to change anything.
Christoph works in a way that means clients do not need to be advised twice: once on the law and once on the tax. The questions that sit at these intersections are the ones he works through every day — and the ones he would rather resolve early than late.
Janne Rehpenning
Research Associate
Focus areas: Corporate · Venture Capital · M&A · Cross-border Transactions · Commercial Agency Law · Employee Participation (ESOP / VSOP) · Corporate Housekeeping
Janne Rehpenning advises founders, investors and companies on corporate matters, with a particular focus on venture capital and M&A. Her practice covers financing rounds, corporate housekeeping and the structural questions that arise at every stage of a company’s life.
Corporate and international law have been the constant throughout her path. Her studies specialised in international trade and EU law — a foundation she built on through training positions at international firms in Düsseldorf, Frankfurt and Cologne, deepening her practice in corporate law. Every station ran in the same direction. Not by accident, but by choice.
She is currently completing a Master of Laws (LL.M.) in International Trade Law at the ITCILO and the University of Turin. Her thesis examines the legal questions raised by the use of AI in legal practice — an interest that increasingly informs how she looks at commercial and corporate work.
What she does
Janne works with founders, investors and companies on the corporate and commercial matters that form the backbone of a company’s legal life — from the first round through to the structural questions that tend to surface at precisely the wrong moment.
Her work includes:
- Venture capital financings — equity rounds from seed through later stage, convertible loan agreements, venture debt and SAFEs. Janne works both founder- and investor-side, with close attention to the structural choices in a round that shape what the cap table actually delivers at exit.
- Low- and mid-cap M&A — transactional support across the deal lifecycle, from LOI through signing and closing, on both buy- and sell-side.
- Commercial agency law — advising on commercial agency relationships, distribution structures and the contractual questions that arise when companies build or restructure their sales and partner networks across borders.
- Employee participation — designing and implementing ESOPs, VSOPs and equity participation structures, with a focus on the practical questions.
- Corporate housekeeping — the ongoing corporate work that accumulates between rounds: shareholder resolutions, cap table management, share transfers, amendments to articles of association and governance maintenance. The kind of work nobody thinks about – until everybody has to.
Her approach
Janne combines legal precision with a pragmatic, business-oriented mindset. She enjoys understanding the bigger picture, turning complex legal questions into workable solutions and working closely with clients to reach their goals. Her background in international trade and EU law isn’t a separate specialism – it’s the lens through which she reads every structure, every clause, every deal. It shapes what she notices, what she flags, and where she pushes back.
Katharina Erbe
Attorney-at-Law
Focus areas: Corporate · Venture Capital · M&A · Founder & Investor Counsel · Fund-Level Exits · GP Departures · Leaver Cases · Employee Participation (ESOP / VSOP) · Cross-border Transactions · Corporate Housekeeping
Katharina Erbe advises founders, investors and companies on all corporate matters, in particular in in the areas of Venture Capital and M&A. Her practice covers financing rounds, employee participation programs, corporate housekeeping, low- and mid-cap M&A transactions. Katharina has been doing this work for more than eleven years. Over that time she has sat on every side of the table — advising the company and its founders, acting for investors and for the management teams they back. That mix shapes how she works: pragmatic, commercially minded, and grounded in the kind of judgment that only comes from seeing how deals actually play out, not just how they read on paper.
What she does
Katharina works with clients across the full lifecycle of a company, from the foundation over the first financing round through to exit, and on the structural questions that come up at company and fund level along the way.
Her regular work includes:
- VC financings — equity rounds from seed to later stage, venture debt, convertible loans and SAFEs. She acts both founder-side and investor-side, and pays close attention to the structural choices in a round that really matter and come into play once an exit transaction is on the horizon.
- Investor-side advice — Katharina advises a wide range of investors: business angels, family offices, VC funds and strategic investors, on investments, co-investments, follow-ons and exits. Each of these investor types thinks differently about risk, governance, downside protection and exit expectations, and she has a feel for translating those concerns into terms that address all needs and concerns.
- Founder-side advice — counsel to founders from incorporation, through financing rounds and secondaries, all the way to an exit. Founder vesting, shareholders’ agreements, governance, and the more personal questions that ultimately decide what an exit means for the people who built the business.
- Corporate housekeeping — day-to-day corporate work for startups and scale-ups: shareholder resolutions, cap table management, share transfers, amendments to articles of association, and the small items that pile up quietly between rounds. They tend not to feel urgent until they show up in the next due diligence.
- Low- and mid-cap M&A — founder exits, cross-border deals, multi-seller processes, from LOI through to closing. Katharina works both buy- and sell-side, and is comfortable in the parts of a transaction where the real negotiation happens — earn-outs, roll-overs, post-closing arrangements.
- Fund-level exit transactions — over the past few years Katharina has built deep experience with exits at the fund level, particularly the contested and non-contested departure of General Partners. These mandates rarely fit a template. They sit between fund documentation, partnership dynamics and live transaction execution, and they call for as much judgment and negotiation instinct as drafting.
- Leaver cases — Katharina is regularly brought in on leaver situations at startups, on either side. Clean separations, contested departures, renegotiations under pressure — she has seen the patterns and knows where the leverage actually sits.
- Employee participation — designing and implementing ESOPs, VSOPs, hurdle shares, and genuine equity participations. The interesting questions are usually practical: which structure works for a German GmbH with team members spread across several countries, and which one still makes sense at exit.
Her approach
Transactions rarely stay in one lane. A financing round opens up governance questions. An exit turns on housekeeping that happened three years earlier. A leaver case is decided by a clause drafted long before anyone thought it would matter.
Katharina works pragmatically. She brings more than a decade of experience from every angle of the deal, focuses on what actually moves a transaction forward, and is reachable for her clients directly and on short notice — no long chains, no layers of contacts in between. The point is to get the deal done, and to get it done in a way the client can live with afterwards.
LEA STRAUBE
Attorney-at-Law
Focus areas: Venture Capital · Corporate · M&A · Founder & Investor Counsel · Group Governance & Entity Management · Post-Merger Integration · Employee Equity (ESOP / VSOP) · Cross-border Transactions
Lea Straube advises founders, investors and companies on venture capital, corporate and M&A matters and does so having sat in every seat at the financing table: on the startup side, on the fund side, on the corporate side, and as external counsel.
That perspective is not a figure of speech. Lea has worked in-house at a startup and at a VC fund, built up the venture capital practice of a commercial law firm, ran her own founder- and investor-focused practice, and most recently served as Corporate Legal Counsel at Zalando SE. Few advisors have seen a round from as many angles and it shows in how directly she gets to what actually matters.
Her career has spanned corporate and restructuring work at a boutique for companies in transition, nearly two years building a VC practice from the ground up, her own independent practice advising founders and investors, and an in-house role leading corporate legal work for a global participation portfolio: covering governance, restructurings, entity management and employee equity and cash compensation programmes. That period included the EUR 1.1 billion acquisition of ABOUT YOU and its post-merger integration.
What she does
Lea works with founders, investors and companies across the full corporate and transactional lifecycle — from the first financing round through governance, restructuring and integration at group scale.
Her work includes:
- Venture capital financings: founder- and investor-side counsel across financing rounds, with the instinct of someone who has negotiated them from both sides of the table.
- Corporate & M&A — transactional and structural advice from early-stage companies through to group-level transactions and their integration.
- Group governance & entity management — governance, restructurings and entity management for corporate participation portfolios operating across jurisdictions.
- Post-merger integration — integrating acquired businesses after closing, where legal structure, organisation and timing all have to come together.
- Employee equity — designing and implementing ESOP, VSOP and cash compensation programmes that work in practice, not just on paper.
Her approach
Lea has been the client and knows exactly what an answer has to look like to be useful: decision-ready. She gives a recommendation, not a menu of options. The founder decides, not the lawyer – but they should know what she would do in their position, and why.
She works best close to the action and on equal footing. Short paths, direct contact, thinking alongside founders and investors rather than simply working through a list. She would rather be in the conversation early than in the draft late.
And always gladly: female and diverse founding teams.
Liv-Inga Hell
Office Management & Legal Assistant
Focus areas: Office Management · Client Communication · Drafting Support · Deadline Management · Billing & RVG Cost Calculation · File & Records Management · Digital Workflows
Liv-Inga Hell keeps the firm running behind the scenes so the lawyers can keep their focus where it belongs: on the mandate. With over ten years of experience as a legal assistant across large commercial law firms, sole practitioners and insolvency administration, she brings the kind of operational backbone that fast-moving legal work depends on.
Her experience spans very different environments: the scale and structure of major commercial firms, the directness of working alongside individual attorneys, and the particular rigour of insolvency administration, giving her a broad, practised sense of how a legal practice actually works day to day.
What she does
Inga knows the full lifecycle of a file — from taking on the mandate through to archiving — and manages every stage with structure and a high degree of ownership.
Her work covers:
- Client communication — a reliable, professional first point of contact, keeping correspondence clear and mandates moving.
- Drafting support — preparing and formatting pleadings and correspondence, so documents leave the firm polished and on time.
- Deadline management — the discipline everything else rests on: tracking and safeguarding deadlines with the precision legal work demands.
- Billing & cost calculation — invoicing and cost assessment under the RVG, handled accurately and transparently.
- File & records management — organised, current and audit-ready files at every stage of the mandate.
- Office organisation & management — keeping day-to-day operations running smoothly, so the team can concentrate on the work that matters.
Her approach
A well-run practice is rarely noticed — until it isn’t. Inga brings structure to the everyday, works with a high degree of independence and ownership, and has a genuine affinity for digital tools and new ways of working. She doesn’t just keep the operation running; she looks for the smarter way to run it — so the firm stays organised, efficient and ready to scale.
Dr. Luisa Rödemer
Attorney-at-Law
Focus areas: Employment Law · Cross-border Expansion · Restructuring · SE Conversions · Shareholder-Managing Directors · ESOP / VSOP / Genussrechte · C-Level Advisory · Social Security Interface · Ongoing Retainer Counsel
Dr. Luisa Rödemer advises startups, scale-ups and international companies on all matters of employment law, with a particular focus on cross-border growth, complex restructurings and the legal intersections that fast-moving companies inevitably encounter.
Her experience spans international full-service firms and mid-sized boutique practices in Germany and abroad, giving her a rare combination of transactional precision and pragmatic, hands-on counsel.
What she does
Luisa guides companies through the full employment law lifecycle – from the first hires to pan-European expansions, from participation structures to multi-jurisdictional restructurings.
She has advised high-growth companies across industries on:
- Cross-border expansion: employment law support for pan-European and US market entries for companies including one of Germany’s leading digital construction and bulk materials platforms, a European micromobility pioneer, a fast-scaling hospitality and quick-commerce operator, and a travel-tech company reshaping how people book high-end trips. Work covered local hiring frameworks, works council strategy and regulatory compliance across multiple jurisdictions simultaneously.
- Restructurings: multi-country workforce restructurings spanning several European jurisdictions, from strategic planning through to execution, including for companies in hospitality, travel and media.
- SE conversions: advising on the employment and co-determination aspects of GmbH-to-SE transformations, including all works council and board-level negotiation processes.
- Incentive & participation structures: designing and implementing company-wide, cross-border incentivisation systems, including ESOP, VSOP and Genussrechte programmes for startups through to listed companies. Luisa advises both on the employment law framework and the interface with tax and corporate law — ensuring structures that work not just on paper, but in practice.
- Shareholder-managing directors & C-Level: a core specialty: the complex intersection of employment law, social security law and corporate law for managing directors who are also shareholders, founders with equity stakes, and senior executives. Who is an employee? Who isn’t? What are the social security implications? What does the shareholder agreement say — and does it conflict with the service agreement? These are exactly the questions Luisa navigates daily.
- Ongoing advisory: continuous employment law counsel for companies scaling rapidly, covering day-to-day HR questions through to board-level decisions and everything in between.
Her approach
Employment law for growing companies rarely stays within clean boundaries. A managing director’s contract touches corporate law. A participation structure raises tax questions. A restructuring has people, culture and timing dimensions that a purely legal answer won’t solve. Luisa works at exactly these intersections – providing employment law advice that is integrated, commercially aware and built for the realities of high-growth environments.
Dr. Max Weber
Attorney-at-Law & certified tax advisor
Focus areas: Corporate · Venture Capital · M&A · Tax Structuring · Employee Participation (ESOP / VSOP / PPRs) · Cross-border Transactions · Corporate Housekeeping · Founder & Investor Counsel
Dr. Max Weber advises founders, investors and companies at the intersection of corporate and tax law, with a particular focus on venture capital financings, low- and mid-cap M&A, and the tax structuring of transactions, investments and employee participation programmes.
Dually qualified as a Rechtsanwalt and Steuerberater, Max spent several years at VC-focused boutiques before broadening his practice towards tax — giving him a combination that is still rare in the market: the instincts of a transactional lawyer paired with the technical depth of a tax advisor.
What he does
Max guides companies through the full capital and transaction lifecycle — from the first priced round to the exit, from equity incentives to the tax questions that surface months later.
He has advised founders, investors and portfolio companies on:
- Venture capital financings — equity rounds from seed through later-stage, venture debt, convertible loan agreements and SAFEs. Work spans both founder- and investor-side mandates, with particular attention to the tax and structuring implications that shape what the cap table actually delivers at exit.
- Corporate housekeeping — ongoing corporate counsel for startups and scale-ups: shareholder resolutions, cap table management, share transfers, amendments to articles of association, and the day-to-day governance items that accumulate silently between financing rounds — and matter enormously once diligence begins.
- Low- and mid-cap M&A — buy-and-build platforms, founder exits, cross-border transactions and multi-seller processes, from LOI through signing and closing. Max advises both buy- and sell-side, with particular experience at the tax-sensitive points of transaction architecture: locked-box vs. completion accounts, earn-out design, roll-over structures and post-closing integration.
- Tax structuring of transactions — the tax architecture behind the deal: holding structures, step-up planning, loss utilisation (§ 8c/8d KStG), cross-border structuring, and the tax-sensitive choices that decide whether a structure works in practice or only on paper.
- Participations & investments — tax structuring for private and institutional investors, covering direct and fund investments, co-investments and management participations.
- Employee participation programmes — a core specialty: the design and implementation of EIPs, ESOPs, VSOPs, hurdle and growth shares, and genuine equity participations through profit participation rights — from first draft through to tax ruling where needed. Which structure actually delivers economics to employees after tax? Which survives an exit? Which works for a German GmbH with team members in six jurisdictions? These are the questions Max works through daily, in close coordination with corporate, employment and payroll.
His approach
Transaction work rarely stays within a single legal discipline. A financing round raises tax questions. An exit depends on housekeeping that happened three years earlier. Max works at exactly these intersections — as both lawyer and tax advisor — providing counsel that is integrated from the outset rather than stitched together after the fact.
Pauline von Stechow
Research Associate
Focus areas: Employment Law · Individual Employment Law · Litigation · Contract Drafting · Termination Agreements · Employer & Employee Counsel
Pauline v. Stechow advises companies and employees on all matters of employment law, working in both German and English.
She gained her first professional experience at the German office of a US employment law firm, giving her early exposure to cross-border employment work and the expectations of an international client base. From August 2026, she will pursue an LL.M. in New York, deepening her international profile alongside her German legal training.
What she does
Pauline works across the core areas of individual employment law, advising employers and employees alike.
Her work includes:
- Individual employment law — unfair dismissal, warnings, termination agreements and employment contracts, advising on both the employer and the employee side
- Litigation — preparing and supporting unfair dismissal proceedings before the German labour courts.
- Contract drafting — preparing and reviewing employment contracts and termination agreements.
Her approach
Employment law always touches people and business realities alike — Pauline factors in both dimensions from the outset. She is precise in her analysis and pragmatic in her solutions, and she communicates clearly and accessibly, whatever the audience.