One of the first points to address when buying a German-British or German-American company is to know under what rights the shares of the company are sold. If it is an English or American company or company, English solicitors or the US Attorneys will naturally assume that English or American law must apply. We regularly have angry German clients in the office who hold shares in an English Limited and want to sell them and transfer them to another German acquirer. When they go to an English solicitor, they are convinced that this is only possible under an English contract under English law, which also provides for the jurisdiction of english courts, for example for litigation. Then the Munich seller of shares pursues the buyer of Frankfurt in the beautiful London for the payment of the purchase price. To do so, he needs not only an English solicitor (300 pounds an hour) but also an English barrist (600 pounds per hour). The German-British lawyers M-A of Graf-Partner are pleased to help structure the planned purchase or sale of business so that business issues are at the forefront, not the endless examination of the 100 pages of contract templates in English. With all due respect, this statement by the English solicitors is nonsense. Of course, the shares of an English limited liability company (or any other form of business) can be sold under German law and the parties may also agree to the jurisdiction of the German courts for possible litigation. It is sufficient to precisely regulate in the contract the obligations of participation of the seller at the time of the sale of the limited interests and at the time of registration to the English Companies House, so that this participation can be carried out by force if necessary. To learn more, how do you transfer Limited`s shares? Depending on the strength of the negotiations, such a clause can only be applied in exceptional cases vis-à-vis the contracting parties in the United Kingdom or the United States, especially since the English solicitors and the US Attorneys will generally defend themselves from their hands and feet against German law. Because they would be eliminated as legal advisors for the sale of businesses.
That`s not wrong, but maybe it`s a shame for paper and ink? As a German lawyer, during the first 10 years of his professional activity, we still oppose this obsession with the definition of fellow British or American lawyers, we remove the clause in markup mode and we quickly get the question of whether this was abolished and whether a Telko should be prevented from discrediting the effects of this deletion.