How to Safely Buy or Sell a Company in Germany: Legal Steps and Best Practices
1. Introduction
The market for buying and selling ready-made companies in Germany is growing rapidly.
Entrepreneurs choose this option to save time, avoid bureaucratic delays, and start business operations immediately.
However, to ensure full safety, every transaction must follow German legal standards, involving notarization and registry updates.
Let’s explore how to do it step by step.
2. Why People Buy or Sell Companies
Buyers choose ready-made firms because:
- It allows them to start business within days, not months.
- The company already has a VAT number and bank account.
- It’s legally registered and clean, with no debts.
Sellers benefit because:
- They can liquidate unused structures or exit the market easily.
- Demand is constant — clean companies sell fast.
This creates a transparent secondary market where both sides win.
3. Legal Basis for Company Transfer
In Germany, the transfer of company shares is regulated by the German Civil Code (BGB) and the GmbH-Gesetz.
Every sale of shares in a GmbH or UG must be executed through a notary (Notar).
This guarantees:
- Legal verification of both parties’ identities,
- Proper documentation,
- Registration of the new owner in the Handelsregister (Commercial Register).
Without notarization, a sale is not legally valid.
4. Step-by-Step: Buying a Company
1️⃣ Preliminary Agreement
The buyer and seller agree on basic terms: company name, price, and transfer conditions.
2️⃣ Document Preparation
The seller provides:
- Handelsregisterauszug (register extract),
- Gesellschaftsvertrag (articles of association),
- Confirmation of no debts,
- Copy of ID.
3️⃣ Notarial Appointment
Both parties (or their representatives with power of attorney) sign the Share Purchase Agreement (Anteilskaufvertrag).
4️⃣ Payment
The buyer transfers the agreed amount to the seller’s account — often verified by the notary.
5️⃣ Registry Update
The notary submits the change of ownership and management to the Handelsregister.
⏱ Typical duration: 2–4 weeks from prepayment to official registration.
5. Step-by-Step: Selling a Company
1️⃣ Ensure the company is clean — no debts, taxes, or open contracts.
2️⃣ Prepare updated company documents.
3️⃣ Find a verified buyer or consulting partner.
4️⃣ Sign the notarial agreement.
5️⃣ Confirm payment and release documents.
After signing, all rights and responsibilities pass to the new owner.
6. How Power of Attorney Works
Foreign buyers or sellers often cannot attend the notary appointment in person.
In such cases, a Power of Attorney (Vollmacht) can be issued —
allowing a representative or the notary to sign on their behalf.
The POA must be:
- notarized in the buyer’s country,
- apostilled or legalized for use in Germany.
7. How to Verify That a Company Is Clean
When buying, ensure that:
- the company is new or inactive,
- has no debts or liabilities,
- all shareholders are verified,
- it’s officially registered in the Handelsregister.
Consultants or intermediaries usually provide companies that are already verified and ready for sale.
8. Risks and How to Avoid Them
- Unverified sellers: work only through verified agencies or notaries.
- Incomplete documents: make sure all notarized copies and registry updates are received.
- Bank or tax account issues: confirm that VAT and bank access will transfer correctly.
💡 Always ensure that payment and ownership transfer happen under notarial supervision.
9. Timeline and Costs
| Stage | Average Duration | Responsible Party |
| Pre-check & agreement | 2–3 days | Buyer & Seller |
| Notarial signing | 1 day | Notary |
| Registry update | 2–4 weeks | Handelsregister |
| Bank/KYC update | 1–2 weeks | Bank |
💶 Total costs:
- Ready-made UG: from €6,000
- Ready-made GmbH: from €8,000
- Notarial + registry fees: €600–1,000
10. Conclusion
Buying or selling a company in Germany is a safe, legal, and structured process — when done correctly.
The notary ensures the legality, the registry confirms ownership, and consultants help coordinate every step.
Whether you’re a buyer or a seller, transparency and documentation are key to a smooth transaction.
📞 Looking to buy or sell a German company?
We assist in full coordination — from document verification to notarial signing and registry updates — ensuring your transaction is fast, safe, and compliant.
