In cases of the purchase/sale of a company we offer our counselling services both under civil law and fiscal law aspects. In this context there are a number of significant points which must be considered and account of which must be taken in the purchase or sales agreement, i.e.:
· Share deal or asset deal
· What type of due diligence was or is to be performed?
· Steps to cause a valuation of the company to be done
· Transfer of ownership of the company and transfer of employment contracts
· Handling of the company’s pension scheme
· Effects upon a company split-up
· Liability in case of continuation of company operations
· Liability under the German Fiscal Code
· Who prepares the balance sheet as of the balance sheet date if an equity capital guarantee is agreed-upon?
· Transfer of rights in rem and payment of purchase price
· Claims arising as a result of mismanagement
· Special problems arising in the case of single-entity relationships
· Handling of fiscal consequences which arise as a result of an investigation by the Inland Revenue