Companies and Corporate Law

From formation through amendments to articles of association, shareholders' meetings and share transfers to restructurings and inter-company agreements – we support you in all phases of corporate life.

Formation and Choice of Legal Form

When forming a company, the choice of the right legal form is an important consideration. We notarise formations of GmbH (limited liability company), UG (haftungsbeschränkt) (entrepreneurial company with limited liability), GmbH & Co. KG, stock corporations (Aktiengesellschaft) and other types of company. Where the statutory requirements are met, GmbH formations can also be carried out online via video conference.

For the formation of a GmbH or UG (haftungsbeschränkt), we have compiled further information to help you prepare here.

Ongoing Corporate Support

We continue to assist you as your notary after formation:

• Amendments to articles of association and capital measures (e.g. change of company name, relocation of registered office, capital increases, capital reductions)
• Notarisation of shareholders' meetings and resolutions, including general meetings of stock corporations
• Sale of GmbH shares
• Commercial register filings
• Granting and revocation of Prokura (commercial power of attorney) and trading authority

Restructurings and Inter-Company Agreements

We support you with restructurings, in particular mergers, de-mergers (spin-offs, hive-downs) and changes of legal form. We also notarise inter-company agreements such as domination and profit transfer agreements.

Dissolution, Liquidation and Deletion of Companies

The termination of companies generally takes place through dissolution, liquidation and deletion. The shareholders pass a dissolution resolution and the dissolution is registered in the commercial register. The company's assets are then liquidated (i.e. receivables are collected and liabilities are settled, including the completion of tax matters), and after the liquidation has been completed, the deletion of the company is filed with the commercial register.

Alternatively, a company can also be terminated by other means, e.g. through restructuring measures such as a merger (including, where applicable, a merger with the sole shareholder as a natural person). We are happy to advise you on these options.

Further information on the procedure following the dissolution of a GmbH can be found here.

Associations (Vereine)

We assist you in all notarial matters concerning German registered associations (Vereine). This includes in particular the certification of filings with the register of associations upon formation, amendments to the statutes and changes in the board.

On request, we also prepare the necessary resolutions and filings and accompany you through the entry in the register of associations.