Germany is a popular destination for entrepreneurs and businesses looking to establish a presence in Europe. One way to achieve this is by buying an existing legal entity, which can save time and effort compared to setting up a new company from scratch. In this article, we will explore the process of buying a legal entity with a change of company name in Germany.
Why Buy a Legal Entity in Germany?
Buying an existing company in Germany can be an attractive option for several reasons. Firstly, it allows you to establish a presence in the market quickly, as the company is already registered and has a existing legal identity. Additionally, it may be easier to obtain necessary permits and licenses, as the company has already undergone the initial registration process.
Types of Legal Entities in Germany
Germany offers various types of legal entities that can be purchased, including:
- GmbH (Gesellschaft mit beschränkter Haftung): A private limited company with limited liability.
- UG (Unternehmergesellschaft): A variant of the GmbH with lower capital requirements.
- AG (Aktiengesellschaft): A public limited company.
- KG (Kommanditgesellschaft): A limited partnership.
Process of Buying a Legal Entity with Change of Company Name
The process involves several steps:
- Search and Selection: Find a suitable company to purchase, considering factors such as the company’s history, assets, and liabilities.
- Due Diligence: Conduct a thorough review of the company’s financial and legal status.
- Negotiation and Agreement: Negotiate the terms of the sale and draft a share purchase agreement.
- Change of Company Name: File an application to change the company name with the commercial register (Handelsregister).
- Registration: Register the new ownership and company name with the commercial register.
Changing the Company Name
To change the company name, the following documents are typically required:
- A resolution of the shareholders’ meeting to change the company name.
- An amended version of the company’s articles of association.
- A notarized deed of the change of company name.
The application to change the company name is filed with the commercial register, and the new name is published in the Federal Gazette (Bundesanzeiger).
Buying a legal entity with a change of company name in Germany can be a complex process, requiring careful planning and execution. It is essential to seek professional advice from a lawyer or notary to ensure compliance with German laws and regulations. By following the steps outlined in this article, you can successfully acquire a legal entity and establish a presence in the German market.
Alexander Braun, Corporate Solutions Manager
Expert in German company structures, business registration procedures, and corporate support services. Works with international clients interested in establishing businesses in Germany.
