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Are you considering selling your company?
We bring clarity where others delay. Our approach to the M&A process is radically pragmatic, determined, and focused on one goal: your success.
Selling a business is more than a transaction. Business succession and company sales involve value, responsibility and long-term consequences. We advise entrepreneurs and shareholders on succession planning and company disposals, including the sale of a GmbH – from early-stage preparation and due diligence to purchase price structuring and negotiation of the SPA. As Frankfurt-based M&A lawyers, we translate complexity into clear, decision-ready solutions that protect both value and legacy.
Recent Projects
GxG Legal hat den Gesellschafter der Transparento GmbH beim Verkauf mit Rückbeteiligung an die Ascendia Gruppe – eine Plattform von Hg Capital – umfassend rechtlich beraten.
Transparento GmbH ist eine unabhängige Honorarberatungs- und Finanzplanungsgesellschaft, die Kund:innen bei der kostenoptimierten Strukturierung von Geldanlagen und Vorsorge unterstützt.
GxG Legal hat die Gesellschafter der VISTRA Ing.-Büro GbR beim erfolgreichen Exit und Verkauf an den norwegischen Investor Hawk Infinity SA umfassend rechtlich beraten.
VISTRA ist ein in Karlsruhe ansässiges Ingenieurbüro, das Unternehmen beim Aufbau und der Weiterentwicklung integrierter Managementsysteme unterstützt und hierfür eigenentwickelte webbasierte Tools einsetzt.
Our lawyers are regularly recommended and awarded by specialist media such as Handelsblatt or Best Lawyers in the categories of corporate law, M&A, private equity and real estate.
As authors and lecturers, we contribute to shaping current developments in transaction law. This expertise flows directly and noticeably into our strategic advice.
Reviews
FAQ
When is the right time to start selling the company?
Ideally, two to three years before the planned exit – this leaves enough time to optimally prepare figures, structures and contracts.
A sale is also possible at short notice ("ad-hoc"), for example for personal or economic reasons. Good results can still be achieved, although often with somewhat less flexibility and more compromises regarding structure or timeline.
How do I know if my company is ready for sale?
Stable revenue, efficient processes, and independent management are good prerequisites. We help identify potential pitfalls early on.
What distinguishes a sale to family, management, or investors?
An external sale typically focuses on achieving the best price, while internal successions prioritize continuity and preserving value. The legal and tax implications differ – we'll show you what best suits your goals.
How can I prepare my company for a sale?
We review and harmonize your essential contracts – such as company, employment, lease and customer agreements – to ensure they are consistent, up-to-date and legally sound from a buyer's perspective.
What if I don't have a specific buyer yet?
No problem – specialized M&A consultants will assist in finding a buyer, while we simultaneously prepare the legal structure and documentation.
How can I structure the sale for tax purposes?
Together with tax advisors, we examine possible structures – such as holding models, gift options or asset transfers – in order to optimize the proceeds from a tax perspective.
What does it mean if my company is part of a holding company?
Many business owners maintain their operating company through a holding company. This can offer tax advantages – especially when selling. The crucial factor is how profits and proceeds flow between the companies. We will examine whether your structure is optimally positioned for the planned sale or whether adjustments are needed.
Do I need to make any changes to the company structure before the sale?
Sometimes this can be useful – for example, to separate non-business assets or to simplify the ownership structure. We assess each case individually and support the implementation.
How are real estate or hidden reserves treated?
Whether a property remains in the company, is sold separately, or leased affects the purchase price and the tax burden. We help you find the economically and tax-wise appropriate solution – together with your tax advisor.
How can I involve my family in the sale or succession process?
Through clear contractual arrangements, gift models or advisory board solutions – legally sound, tax-wise well-thought-out and conflict-free.
How does a company sale proceed?
In four phases: preparation, buyer approach, negotiation & due diligence, and contract signing/closing. We support you in every legal step.
What exactly does due diligence mean?
The buyer reviews all legal, tax, and financial aspects. We structure the data room, protect confidential information, and manage the process efficiently.
How long does a sales process take?
Typically between three and nine months – depending on preparation, buyer interest and negotiation pace.
Welche Unterlagen brauche ich für den Start?
Especially current company, employment, lease, customer and supplier contracts, annual financial statements and IP documents. We help to structure and harmonize these documents.
How does communication with the buyer proceed?
Usually through M&A advisors or directly through us as legal representatives. We ensure clear, confidential and solution-oriented communication – even in sensitive phases.
What are the most important points in the purchase agreement?
Purchase price, warranties, liability, non-compete clauses, and payment terms. We ensure that your interests are legally and financially protected.
How can I protect myself from future liability risks?
Through precise guarantees, liability limits and – in suitable transactions – the use of W&I insurance, which covers certain risks and can relieve both buyers and sellers.
What happens if the buyer wants to renegotiate?
We examine the arguments, protect your position and find solutions without jeopardizing the deal.
How are legal services billed?
Transparency is important to us. We discuss costs in advance and offer different models depending on the project – for example, by the hour, with a budget framework, or for clearly defined individual steps at fixed fees.
What happens after the sale?
Sellers often remain involved with their company for a transitional period – for example, in an advisory capacity or in management. We help to clearly define this phase contractually, structure reinvestments or earn-out arrangements, and legally adjust your private asset structure.
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