Law in House 3: Company succession check

Owner-managed companies – regardless of their legal form (GmbH, GmbH & Co. KG, etc.) – are characterised by the fact that they regularly have short decision-making channels internally and are closely and reliably oriented towards the needs of their business partners and the market externally. However, where there is light, there is also shadow. Precautionary measures in the event of the incapacity to act or even the death of the shareholder(s), who regularly also act as managing directors, are often either not in place at all, not up to date or even contradict the mandatory requirements of the articles of association.

We offer to carry out an inventory and a rough assessment of the precautionary measures installed in the event of the incapacity to act and/or the death of the shareholder-managers, in particular the documents, papers etc. available for this purpose (“company succession check”).

We generally carry out the company succession check in two steps. In the first step, we analyse the status quo by checking the information and relevant documents, papers, contracts, etc. provided to us to determine whether they are suitable for “cushioning” a possible incapacity to act (coma, etc.) or the event of death.

For step 1, we generally require the following information, documents, etc.

  • Articles of association, extract from the commercial register, list of shareholders (if available)
  • Will, contract of inheritance
  • Waiver of compulsory portion agreements
  • Presentation of the status quo of family relationships (spouse, children, grandchildren, parents if applicable, etc.)
  • Marriage contracts
  • Powers of attorney (general powers of attorney, health care proxies, etc.), living wills, etc.

The scope of the information, documents etc. also depends on the desired depth of examination.

In step 2, we discuss our findings with you in your company (lasting about an hour), the associated need for organisation, make recommendations and submit concrete proposals for solutions. You then decide whether the approaches and recommendations resulting from our review should be implemented to safeguard your company. In this case, we will prepare the necessary draft documents etc.

Costs of the comprehensive company succession check: By arrangement. The fee depends on the desired scope of the company succession check in terms of content and time.

Jörg-Dieter Battke
Phone: +49 351 563 90 20