There are many situations in which it is advisable to think about selling your own company. We have already discussed a number of these possible causes in the article “Selling Your Own Business – Reasons & Chances”. There may be a dime a dozen reasons, but the legal forms of companies are not. The best known and most popular legal form of a company in Germany is the so-called “limited liability company” – the GmbH. If you are considering parting with your GmbH or your personal interests in a company, we would like to provide you with a little help with this process with this article.

GmbH Selling: This is how it works!

If one speaks of “sell GmbH”, it must first be clear what exactly is to be sold. As the name of the company form already shows, it is a company and legal person that can belong to not just one but several natural persons: the shareholders. If the GmbH has only one shareholder, the entire company structure could be relatively easily assigned to a buyer as a whole. However, if several natural persons hold shares in the GmbH (the legal person), all shareholders involved must collectively sell their shares in order to completely separate from the GmbH. However, individual shareholders can also sell their own shares in isolation. If you want to sell your GmbH, it is important to discuss the individual situation in detail.

GmbH sell shares to other shareholders or third parties

If your situation calls for wanting to separate from your own shares in a GmbH and there are other shareholders within the company structure, there may be a possibility of selling your own shares to the other shareholders. From a legal point of view, they even have a so-called “right of first refusal”. That means: Even if you want to sell your shares directly to someone else, the other shareholders can put a spanner in the works, as each of them has the right to buy your shares before someone else. This is also due to the fact that, of course, the shareholders’ meeting decides whether and if which new person should be accepted into the GmbH as a partner.

If none of the other shareholders is interested in acquiring further shares or if there are possibly no other shareholders apart from you, then selling the GmbH to third parties is the only correct way. Here you simply assign the extensive shares of the company to an outside person. If there are other shareholders, they must agree to sell your shares to a third person, either directly or indirectly. The agreements in the partnership agreement must also be observed here.

Find buyers for GmbH (shares)

So that you can even part with your GmbH or the shares in a company, you of course need a buyer or investor who is interested in your company. You can find this, for example, via an advertisement in an industry newspaper, the IHK magazine or, particularly easily, via company platforms like Projektify. With the free ad you can reach a large number of potential buyers. The communication and processing takes place solely between you as the seller and the interested party.

GmbH sell through Projektify

To sell your GmbH (shares) via Projektify, simply register for free and create an advertisement that is also free of charge. In this you already explain the background of your intention to sell so that as many potential buyers as possible feel addressed. In addition, you should already present the most important key data of the company in the advertisement. This is the only way for buyers to get a clear picture of your GmbH before making the first contact. The Projektify Model contract for the sale of a GmbH be helpful in handling your project. In most cases, however, this contract does not replace going to a lawyer and notary.

But if you don’t feel like making many appointments, then use ours Service of advice for the sale of a company. Here you get help from a real expert and you don’t have to worry anymore.

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Gendernote: I have used the masculine form for ease of reading. Therefore, unless an explicit distinction is made, it always refers to women, diverse as well as men, and people of all origins and nations. Read more

Spelling: I translated my German Blog to English - so you can also read my Recommendations. Please be sorry if this English is not so good.




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We are the international Version of Projektify.de a Marketplace for buying and selling webprojects. We give here recommendations for online-businesses and offer a tool for M&A Companies.

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