Company and Commercial Law
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Commercial law is the "special private law for business people" and at the same time part of the civil law. The applicability of commercial law is dependant on the businessman status of at least one of the legal persons involved.
Commercial law accounts for the particular needs of business legal transactions:
The corporations on the other hand do have a legal personality as a legal entity. Here we are dealing with limited companies (GmbH), public limited companies (AG), joint-stock company (KGaA), European public limited company (SE) and the registered cooperative company (eG).
The registered association (e. V.) and the foundation with legal capacity are also separate legal entities, but not corporations. The association has members but not necessarily assets. The foundation with legal capacity has assets which are permanently intended fort he purpose of the foundation but no members, shareholders or owners.
In practice you will also often found mixed forms which are made up of several companies (partnerships and corporations).In this case a corporation or foundation acts as a personally liable shareholder of a partnership or KGaA (for example the GmbH & Co., GmbH & Co. KG, GmbH & Co. KGaA, GmbH & Co. OHG, AG & Co. KG or Stiftung & Co. KG). Influenced by the European jurisdictions, also foreign company structures (e.g. Limited) and also mixed forms with foreign company structures (e.g. Limited & Co. KG) are commonplace nowadays.
Contact: Dr. Ali Yarayan Markus Czech
- Support of partnerships and corporations from their formation to a possible closing of the business
- Advice and representation within the scope of interests in venture capital companies, strategic partners or other investors
- Advice and contract drafting for the purchase of a business concern
Commercial law is the "special private law for business people" and at the same time part of the civil law. The applicability of commercial law is dependant on the businessman status of at least one of the legal persons involved.
Commercial law accounts for the particular needs of business legal transactions:
- A high level of individual responsibility on the part of the trader for example by way of contractual penalties (section 348 HGB) and freedom of form (§ 350 HGB)
- Monetary consideration also without a specific agreement (section 354 HGB)
- Incorporation of trade customs (section 346 HGB)
- Swift processing, for example through the requirement that defects be notified without delay (section 377 HGB)
- Legal clarity and publicity (sections 5, 15 HGB)
The corporations on the other hand do have a legal personality as a legal entity. Here we are dealing with limited companies (GmbH), public limited companies (AG), joint-stock company (KGaA), European public limited company (SE) and the registered cooperative company (eG).
The registered association (e. V.) and the foundation with legal capacity are also separate legal entities, but not corporations. The association has members but not necessarily assets. The foundation with legal capacity has assets which are permanently intended fort he purpose of the foundation but no members, shareholders or owners.
In practice you will also often found mixed forms which are made up of several companies (partnerships and corporations).In this case a corporation or foundation acts as a personally liable shareholder of a partnership or KGaA (for example the GmbH & Co., GmbH & Co. KG, GmbH & Co. KGaA, GmbH & Co. OHG, AG & Co. KG or Stiftung & Co. KG). Influenced by the European jurisdictions, also foreign company structures (e.g. Limited) and also mixed forms with foreign company structures (e.g. Limited & Co. KG) are commonplace nowadays.
Contact: Dr. Ali Yarayan Markus Czech