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Corporate · Commercial

Corporate and commercial lawyers in Hannover, Germany

From incorporation and investment to succession: we create sound structures for your company in Germany – and represent you when disputes arise between shareholders or business partners.

Corporate & Commercial Law · Hannover, Germany

Sound structures for founders, SMEs and foreign investors

The right legal form, a well-drafted articles of association and clear rules for management and shareholders are the foundation of every company. We advise founders, start-ups, family businesses and foreign companies setting up a German subsidiary.

We work with the GmbH, UG, GmbH & Co. KG and partnerships under the modernised German partnership law. In commercial law, we structure distribution systems, commercial agency and distributor agreements and supply relationships.

A particular strength: we combine corporate law with IP. Trademarks, patents and software are often a company’s most valuable assets – we make sure they are held where they belong.

Business cards at the meeting table
Services

Our corporate and commercial services

Incorporation and German subsidiariesChoice of legal form, articles of association, registration and managing directors.
Shareholder agreementsVoting, transfer restrictions, drag-/tag-along, exit and valuation clauses.
InvestmentsInvestment agreements, employee participation and virtual share programmes.
Managing directorsService agreements, liability prevention, removal and D&O questions.
Shareholder disputesExclusion, challenges to resolutions and information rights – in and out of court.
Commercial agents and distributionDrafting and termination, including the indemnity claim under section 89b German Commercial Code.
Case examples

Typical cases from our practice

What mandates in this area often look like – from the first call to the solution.

Case 1

Deadlock between two founders

Situation: The two 50% shareholders of a software GmbH disagree on investments; the articles contain no deadlock clause.

Our approach: We evaluate options from mediation to exclusion for cause, assess the compensation and negotiate an orderly separation including transfer of IP to the company.

Case 2

Setting up a German subsidiary

Situation: A US technology company wants to establish a GmbH in Hannover to serve the German market.

Our approach: We set up the GmbH, draft the articles and managing director agreement, register the company and coordinate notary, bank and tax adviser.

Case 3

Commercial agent after termination

Situation: A sales agent is terminated after 14 years; the principal refuses to pay the indemnity.

Our approach: We calculate the indemnity, assert it within the one-year deadline and enforce it in court if necessary.

Note: These examples are anonymised, typical scenarios. They do not describe specific mandates and do not promise any outcome – every case is assessed individually.

How we work

Four steps to a solution

Get in touchBy phone, email or video call. Please mention any deadlines right away.
Initial assessmentWe review your documents, clarify goals and risks and tell you openly what is realistic.
Strategy & feesYou receive a clear plan and a transparent fee structure – statutory fees or agreed rates.
ExecutionWe negotiate, draft, file or represent you before authorities and courts throughout Germany.
Team

Your contacts

Depending on the matter, we combine attorneys and – where technology is involved – patent attorneys in one team. All our lawyers advise in English.

Detailed profiles are available in German.

FAQ

Frequently asked questions

Which legal form suits a German subsidiary?

Most foreign companies choose a GmbH: limited liability, a minimum share capital of EUR 25,000 and high acceptance among German business partners.

When is a GmbH managing director personally liable?

Mainly for breaches of duty towards the company, for late insolvency filings and for unpaid social security contributions and taxes.

Is there a deadline for a commercial agent’s indemnity claim?

Yes. It must be asserted within one year after termination of the agency agreement, otherwise it is lost.

Contact

Your lawyer for Corporate & Commercial Law in Germany

Tell us about your matter. We usually reply within one business day – faster where deadlines apply.

horak Rechtsanwälte · Fachanwälte · Patentanwälte
Georgstrasse 48 · 30159 Hannover · Germany
Phone +49 511 35 73 56-0
Email hannover@fachanwalt-hannover.com
Mon–Thu 8:00–17:30 · Fri 8:00–17:00 (CET) · Video meetings available