Company law and Formation of companies
Notaries advise their clients regarding all questions of company law, in particular the foundation of any kind of company.
For founders it is important to choose the right legal structure of a company. Notaries point out the options of company law, accounting as well as national and international tax law. Liability and restriction on liability are of importance for shareholders.
The notary also helps choosing an admissible company name. The registered name of a company has to be clearly defined and distinguish itself from other company names.
Most companies have to be registered in the Commercial Register. As soon as a company has to be registered in the Commercial Register, important changes have to be registered as well. Those include the change of managing directors, conferring/cancelling the full power of attorney (Prokura), transfer of a company’s registered office, changing the company’s name, opening branch offices, transfer of company shares and amendments to the articles of associations. In order to have those changes registered in the Commercial Register a notarization is required. The notary public drafts the declaration and monitors the implementation executed by the Commercial judge. The notary discusses all relevant questions with the parties.
No matter the size of the company, globalisation increasingly demands ongoing amendments regarding the structure of a company, for example the change of form, cross-border mergers, consolidations and share deals.