Synopsis
German Limited Liability Company Edited by Rüdiger Volhard and Arndt Stengel Pünder, Volhard, Weber & Axster The German limited liability company (GmbH) is the most common business form in Germany – over 600,000 GmbH companies compared with just 3,000 stock corporation companies. To run a successful operation in Germany, foreign investors must understand the GmbH. Recognising this need, the authors of German Limited Liability Company have drawn on years of experience advising domestic and international clients to produce a practical and comprehensive guide. Through a combination of the lawyer′s grasp of company law and a commercial understanding of corporate finance, the authors not only anticipate common questions and problems facing potential investors but also tackle numerous unforeseen legal and business considerations vital to understanding the German marketplace. German Limited Liability Company covers the following key areas:
∗ nuts and bolts overview of German corporate law – choice of entity, formation, shareholders′ and directors′ duties, articles of association, registration formalities
∗ corporate finance and corporate law – debt and equity financing, capital measures, mergers and reorganisations, rescue restructures
∗ tax – introduction to German tax law, tax–efficient structuring of an acquisition, thin capitalization, non–resident directors
The most frequently raised issues on employment law, directors′ liabilities, social insurance and residence and work permits are also dealt with. Dual language versions of the key documentation together with a comprehensive list of terminology provide the reader with practical support. With its breadth of coverage and problem solving advice, German Limited Liability Company is essential reading for all investors, directors, lawyers and consultants serious about doing business in Germany.
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About the Author
Pünder, Volhard, Weber & Axster Pünder, Volhard, Weber & Axster is a German–based firm of lawyers, notaries and tax advisors operating worldwide, whose strength lies above all in its widely diverse areas of specialization. This enables the provision of advice to, and representation of, clients in all fields of commercial law. The firm is one of the largest professional partnerships with eleven offices situated in seven different countries. Pünder, Volhard, Weber & Axster operate in association with the tax–advising company PVW Treuhand GmbH. Together they comprise approximately 250 lawyers, notaries, tax advisors and associates with other academic qualifications. The partnership is the founding member of the Pünder Group within which independent law firms from Belgium, Germany, France, The Netherlands, Austria and Switzerland operate together.
From the Back Cover
German Limited Liability Company Edited by Rüdiger Volhard and Arndt Stengel Pünder, Volhard, Weber & Axster The German limited liability company (GmbH) is the most common business form in Germany – over 600,000 GmbH companies compared with just 3,000 stock corporation companies. To run a successful operation in Germany, foreign investors must understand the GmbH. Recognising this need, the authors of German Limited Liability Company have drawn on years of experience advising domestic and international clients to produce a practical and comprehensive guide. Through a combination of the lawyer′s grasp of company law and a commercial understanding of corporate finance, the authors not only anticipate common questions and problems facing potential investors but also tackle numerous unforeseen legal and business considerations vital to understanding the German marketplace. German Limited Liability Company covers the following key areas:
∗ nuts and bolts overview of German corporate law – choice of entity, formation, shareholders′ and directors′ duties, articles of association, registration formalities
∗ corporate finance and corporate law – debt and equity financing, capital measures, mergers and reorganisations, rescue restructures
∗ tax – introduction to German tax law, tax–efficient structuring of an acquisition, thin capitalization, non–resident directors
The most frequently raised issues on employment law, directors′ liabilities, social insurance and residence and work permits are also dealt with. Dual language versions of the key documentation together with a comprehensive list of terminology provide the reader with practical support. With its breadth of coverage and problem solving advice, German Limited Liability Company is essential reading for all investors, directors, lawyers and consultants serious about doing business in Germany.
From the Inside Flap
German Limited Liability Company Edited by Rüdiger Volhard and Arndt Stengel Pünder, Volhard, Weber and Axster With Germany′s increasingly important economic role within the European Union and its broadening economic influence outside the Union, investors seeking to break into this market must understand fully the diverse business and legal forces that drive this powerful economy. Crucial to this understanding is the German limited liability company (GmbH), the most common business form in Germany with over 600,000 companies in existence compared with just 3,000 stock corporations. Drawing on their years of experience in advising domestic and international clients, members of one of Germany′s largest law firms, Pünder, Volhard, Weber & Axster, have written this comprehensive and accessible guide to the GmbH. Company law essentials such as choice of entity, formation of the company, shareholders′ duty to pay their capital contribution, directors′s duties, changes to articles of association and registration formalities are discussed in detail. Detailed information on taxes is also vital for non–German shareholders and directors. Following a concise introduction to the tax system, considerations specific to the GmbH are dealt with, including tax–efficient structuring of an acquisition, rules on thin capitalization and taxation of the German income of non–resident directors. The authors also emphasise corporate finance – chapters on debt and equity financing, capital measures, mergers and re–organisations and crisis and corporate rescue combine legal aspects with financial considerations. The most commonly asked questions of international investors are answered in areas such as employment law, criminal liability of directors, court structure and governing authorities, together with regulatory issues such as merger control, social insurance and residence and work permits. In addition, bilingual precedents for formation, registration and acquisition of shares combine with a comprehensive list of terminology and detailed tables and indices to make German Limited Liability Company an indispensable tool for all investors, directors, lawyers and consultants concerned with business in Germany.
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German Limited Liability Company
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