contract-law business corporate-law germany
Buying a business in Germany
<p>Therr is <em>Person A</em> with SoleTraderCompA 
and <em>person B</em> with no company.</p>

<p>Person A wants to sell to B, 
B wants to buy. 
Both residents of Germany.</p>

<p>How can this be processed? 
Transfer obligations etc.</p>

<p>eg. Does B have to open a UG (limited liability) and buy STCompA?</p>

<p>Any ideas would be appreciated.</p>

<p>It's important to be absolutely clear on what is being sold. Using English translations may affect the outcome.</p>

<p>Assuming "SoleTraderCompA" is an <em>Einzelunternehmen</em>, the sale would be an asset sale. The company isn't sold, because the company is legally identical to person A! Instead, person A makes an extensive list of all assets he's selling (goods, real estate, intellectual property, etcetera). "SoleTraderCompA" might be a trade mark, in which case the trade mark <em>can</em> be sold.</p>

<p>Person B can also be an Einzelunternehmen, and as part of its business operations buys aforementioned assets from person A. But in general, any legal entity can buy the assets of person A, including a GmbH or AG. </p>
