How do I set up a GmbH?

Contents:

Process of formation // Which legal form is the right one for me? What are the legal and tax differences? How does a start-up work? What do I have to consider legally when choosing a company name? What are the steps before founding a company? What needs to be done after the foundation?

Shareholder structure // How are companies taxed? When does it make sense to interpose founder holding companies? How and when should I implement this? What tax advantages do founder holding companies offer? What are the costs of intermediary founder holding companies?

Articles of association and shareholders‘ agreement // What provisions should I include in the shareholders’ agreement? What is the difference between articles of association and shareholders' agreement? What is the significance of typical clauses in articles of association? Right of first refusal? Transfer restrictions? Tag-along? Drag-along? Founder vesting and call option? Inheritance law? Need for a marriage contract? Which decisions are made and how? Advisory board clause?

Contribution of pre-foundation assets // What are the tax consequences of contributing pre-foundation assets to a company? How do you deal with assets that existed before the company was founded, such as an existing sole proprietorship, a GbR, intellectual property or software that has already been programmed?

Investor and financing strategy // What impact does my investor and financing strategy have on the drafting of the articles of association? How do I make my start-up legally due diligent and fit for investors?

Target groups:

• Founders
• Members of a start-up team

Trainers:

Ilka Mandernach, Vanessa Gisch, Robin Jäger, Markus Kleer oder Tilmann Lahann

About our coaching sessions:

• Based on your individual needs, our coaching sessions teach you the essential basics and methods to enable you to run your business. The aim is to help you help yourself.
• The scope and sequence of the coaching sessions are individually agreed with you. Each coaching package includes a time hour package, which is usually sufficient to conduct several online coaching sessions plus preparation on the topic of your choice.
• Individual coaching sessions or discounted coaching packages can be booked at any time. Coaching hours from general coaching packages can be used by you to conduct individual coaching sessions.
• We have special offers for exist-subsidised start-up teams.
• Legal and tax advice only from lawyers and tax advisors.

Coaching process:

1. Intro and initial meeting with the founding team and the main team coach to discuss the course of the coaching, key content areas and schedule. We put together the project team according to the content priorities.
2. Kick-off meeting with the founding team and the coaching team, presentation of the team's founding idea, development of the team's short, medium and long-term target planning, particularly with regard to attracting investors and financing the start-up.
3. Coaching sessions to work on individual issues of the founding team, in particular discussion of the founding documents, possible clause variants and definition of the desired content.
4. Compilation of a legal term sheet as a basis for drafting the founding documents and other necessary documents and for further use when founding the company.
5. If desired, we are happy to support the company formation on the basis of our legal and tax advice packages. As all content-related decisions have already been clarified as part of the coaching, the start-up consultation takes significantly less time and can usually be covered with a 3-hour consultation contingent for legal and tax advice.