An entrepreneur must consider not only business aspects but also numerous legal factors. To avoid serious mistakes, expert advice is essential, such as during the establishment and management of a business or the planning of business succession. Due to his experience, the notary serves as a reliable resource for answering questions that arise in this context.
Optimal legal form
The first question is about the optimal legal form for the business. Numerous factors come into play when making this selection. Legally, considerations related to corporate law, commercial balance sheet law, and tax law are particularly significant. Liability issues are also of special importance in choosing the legal structure.
The notary assists with the selection of a permissible company name and the clarification of any ambiguities. The "company" is the name under which the business is registered in the commercial register and operates in commerce. It must be chosen in a way that is suitable for identifying the business and that clearly distinguishes it from other companies. The company name can also be a distinctive, imaginative name not derived from the business's operations (e.g., "Paradiso GmbH" for a tanning salon). In any case, the legal structure of the business must be indicated through an appropriate suffix.
Entries in the commercial register
If certain conditions of a company that are significant for business operations change, this must be entered into the commercial register. Situations requiring registration include, for example:
The registration of facts that are required to be entered into the commercial register must be notarized. The notary drafts the text of the registration and oversees its proper entry into the commercial register. The notary also provides comprehensive advice on questions related to the registration and clarifies any ambiguities with the registry court. The notarial fees for the registration are generally moderate.
Reorganization and sale of company shares
In a rapidly changing economic environment, measures like transforming into another legal structure, mergers, and consolidations are becoming increasingly common, even among small and medium-sized enterprises. Typical examples of such changes in an established business include the sale of company shares, the transformation of the company, and also the splitting of operations.
These matters involve complex legal processes, which is why lawmakers often require consultation with a notary in many cases.
If the need for a sensible succession plan is not recognized in time, it can quickly lead to a crisis, affecting numerous jobs as well. Primary goals of succession planning will be the preservation of the business and providing for the departing senior executive or their family. It's crucial to identify suitable successors for ownership and management early on, and if possible, integrate them into the business during the active phase of the senior executive.
However, the business owner should not only think about planned succession. Consideration should also be given to the case of sudden death. Specifically, in this scenario, the lack of a testamentary provision could spell the end for a young and thriving business.
Overall, it is strongly advised against attempting to arrange succession without expert guidance, such as with a handwritten will. In particular, coordination with existing partnership agreements is necessary. Advising you on the options for a balanced testamentary or contractual arrangement is a key responsibility of the notary.
Regardless of whether you currently only want notarial advice or are aiming for a notarization: We offer you the opportunity to enter all the necessary information directly into a tailor-made online form and then send it securely to us in encrypted form. In this way we can suggest a suitable appointment to you efficiently and quickly.
Your contact in Cologne
Notary Manuel Busch
I am at your disposal together with my competent team to offer you comprehensive notarial advice in the field of corporate law. With our expertise, we want to ensure that all matters are handled according to your ideas and are legally secured. Should you have any questions or require assistance, please do not hesitate to contact us. We are always there for you and will be happy to assist you.