GmbH shares
GmbH shares
GmbH shares
Legally valid transfer of GmbH shares with contract and general meeting resolution
Legally valid transfer of GmbH shares with contract and general meeting resolution
Legally valid transfer of GmbH shares with contract and general meeting resolution
Preview of the documents
Transfer agreement, circular resolution, share register
Preview of the documents
Transfer agreement, circular resolution, share register
Initiate the purchase or sale of shares in a Swiss GmbH today. We assist you in preparing all necessary documents. This includes:
Share transfer agreement, circular resolution of the shareholders' meeting, and new share register of the GmbH.
Preview of the documents
Transfer agreement, circular resolution, share register
Benefits Overview
Legally valid transfer
Legally valid transfer
Legally valid transfer
Legally valid transfer
Prevent the transfer from having to be repeated later or the ownership rights being unclear.
Low effort
Low effort
Low effort
Low effort
Your workload is limited to sending us the necessary information and signing the documents created.
Legal navigation
Legal navigation
Legal navigation
Legal navigation
Based on our experience, we can structure the process and provide you with clear action instructions.
What documents are necessary?
Transfer Agreement
The transfer agreement is a legally binding contract between the seller and the buyer of shares in a Swiss GmbH. It records the terms of the share transfer. The contract must be signed by hand and must contain the following provisions in particular:
Company name, names of the participating parties, details regarding the equity shares (in particular number and nominal value), consideration or purchase price and payment terms, note in the sense of Art. 785 para. 2 OR and date.
Resolution of the shareholders' meeting
The transfer of shares requires the approval of the shareholders' meeting according to Art. 786 para. 1 of the Code of Obligations. This approval can be obtained by a written resolution of the shareholders. In it, the shareholders must approve the transfer of the shares as well as any changes potentially associated with the management or signing authority.
Commercial register registration
The registration in the commercial register is a formal application to the competent commercial registry office to record changes in ownership and related changes in the management of the Swiss GmbH. The application must be drafted in the official language – usually German or French.
Our Packages
Choose the package that suits your company.
Simple share transfer
CHF 490
Includes:
Clarification of facts
Checking the statutes
Development of the legal documents
Feedback round
Instructions for signing and sending
POPULAR
Simple share transfer
CHF 490
Includes:
Clarification of facts
Checking the statutes
Development of the legal documents
Feedback round
Instructions for signing and sending
POPULAR
Simple share transfer
CHF 490
Includes:
Clarification of facts
Checking the statutes
Development of the legal documents
Feedback round
Instructions for signing and sending
POPULAR
Complex shareholder transfer
CHF 1295
Typically includes:
Simple share transfer
Legal assessment of facts
Negotiation support
Creation of additional legal documents
Complex shareholder transfer
CHF 1295
Typically includes:
Simple share transfer
Legal assessment of facts
Negotiation support
Creation of additional legal documents
Complex shareholder transfer
CHF 1295
Typically includes:
Simple share transfer
Legal assessment of facts
Negotiation support
Creation of additional legal documents
Lose-Win Guarantee
Your satisfaction is important to us. Therefore, we guarantee a full refund of the purchase price in case of dissatisfaction. The documents and recommendations prepared up to that point will remain available to you even after the refund.
Your satisfaction is important to us. Therefore, we guarantee a full refund of the purchase price in case of dissatisfaction. The documents and recommendations prepared up to that point will remain available to you even after the refund.
Client Feedback
Flurin Jenal
Founder of Stormed Inc.
"Marco knows exactly what startups need, offers his help directly, keeps everything lean, and enables fast implementation. Great!"
Desiree Pastore
Vice President, Relationship Manager at Neuberger Berman
"Marco provided me with extremely competent and timely advice on my legal questions regarding an extensive and complex employment contract. I can only recommend his legal consulting!"
Dieter Borer
Serial entrepreneur
"The ability to act quickly is essential in business. Marco enables me to do just that. I make business decisions on my own schedule, while he ensures that the associated legal risks are minimized."
Adelia Safina
Founder of UTEMPLA GmbH
"I asked Marco for help in obtaining a work permit in Switzerland. This task was almost insurmountable because I am Russian. Thanks to his excellent recommendations and his professional work, I received my work permit and can continue my journey as a startup founder!"
Daniel Koss
Founder of creable AG
"Marco advises my company competently, pragmatically, and above all immediately when a problem arises. Really top-notch advice!"
Daniel Svonava
Co-founder of Superlinked, Inc.
"As the founder of a software startup, I enjoy working with Marco because he understands how to combine thorough legal research with the context of a startup."
Marvin Sangines
Founder of notus GmbH
"Working with Marco gives me confidence, as I know that my legal risks are covered. His quick and risk-oriented legal advice feels less like a service and more like a partnership."
Client Feedback
Flurin Jenal
Founder of Stormed Inc.
"Marco knows exactly what startups need, offers his help directly, keeps everything lean, and enables fast implementation. Great!"
Desiree Pastore
Vice President, Relationship Manager at Neuberger Berman
"Marco provided me with extremely competent and timely advice on my legal questions regarding an extensive and complex employment contract. I can only recommend his legal consulting!"
Dieter Borer
Serial entrepreneur
"The ability to act quickly is essential in business. Marco enables me to do just that. I make business decisions on my own schedule, while he ensures that the associated legal risks are minimized."
Adelia Safina
Founder of UTEMPLA GmbH
"I asked Marco for help in obtaining a work permit in Switzerland. This task was almost insurmountable because I am Russian. Thanks to his excellent recommendations and his professional work, I received my work permit and can continue my journey as a startup founder!"
Daniel Koss
Founder of creable AG
"Marco advises my company competently, pragmatically, and above all immediately when a problem arises. Really top-notch advice!"
Daniel Svonava
Co-founder of Superlinked, Inc.
"As the founder of a software startup, I enjoy working with Marco because he understands how to combine thorough legal research with the context of a startup."
Marvin Sangines
Founder of notus GmbH
"Working with Marco gives me confidence, as I know that my legal risks are covered. His quick and risk-oriented legal advice feels less like a service and more like a partnership."
Let's get started!
By filling out the form, you are taking the first step towards the transfer of shares.
Frequently Asked Questions (FAQ)
Which documents are required for the transfer of shares?
1. Transfer agreement: A written contract that details the sale of shares, including the company name, the parties involved, the number and value of the shares to be transferred, the date, and the original signatures. 2. Commercial register application: A formal application to the commercial register that includes the company name, a list of attached documents, and the signatures of the authorized representatives of the company. 3. Shareholder resolution: A resolution by the shareholders that approves the transfer of shares and any related changes in management or authorization. This resolution can take the form of minutes or a circular resolution. Additionally, the company's internal share register must be adjusted to reflect the new ownership structure.
Which documents are required for the transfer of shares?
1. Transfer agreement: A written contract that details the sale of shares, including the company name, the parties involved, the number and value of the shares to be transferred, the date, and the original signatures. 2. Commercial register application: A formal application to the commercial register that includes the company name, a list of attached documents, and the signatures of the authorized representatives of the company. 3. Shareholder resolution: A resolution by the shareholders that approves the transfer of shares and any related changes in management or authorization. This resolution can take the form of minutes or a circular resolution. Additionally, the company's internal share register must be adjusted to reflect the new ownership structure.
Which documents are required for the transfer of shares?
1. Transfer agreement: A written contract that details the sale of shares, including the company name, the parties involved, the number and value of the shares to be transferred, the date, and the original signatures. 2. Commercial register application: A formal application to the commercial register that includes the company name, a list of attached documents, and the signatures of the authorized representatives of the company. 3. Shareholder resolution: A resolution by the shareholders that approves the transfer of shares and any related changes in management or authorization. This resolution can take the form of minutes or a circular resolution. Additionally, the company's internal share register must be adjusted to reflect the new ownership structure.
What documents are needed when there are changes in the management?
New managing directors must confirm their acceptance either in a meeting minutes or in a separate declaration. Departing managing directors must submit their resignation in a similar manner (e.g., with a resignation letter).
What documents are needed when there are changes in the management?
New managing directors must confirm their acceptance either in a meeting minutes or in a separate declaration. Departing managing directors must submit their resignation in a similar manner (e.g., with a resignation letter).
What documents are needed when there are changes in the management?
New managing directors must confirm their acceptance either in a meeting minutes or in a separate declaration. Departing managing directors must submit their resignation in a similar manner (e.g., with a resignation letter).
What must be included in the transfer agreement?
The transfer agreement must be signed by hand and contain the following information: company name and registered office, personal data of the parties involved, number and nominal value of the transferred shares, a reference to statutory obligations, date, and original signatures.
What must be included in the transfer agreement?
The transfer agreement must be signed by hand and contain the following information: company name and registered office, personal data of the parties involved, number and nominal value of the transferred shares, a reference to statutory obligations, date, and original signatures.
What must be included in the transfer agreement?
The transfer agreement must be signed by hand and contain the following information: company name and registered office, personal data of the parties involved, number and nominal value of the transferred shares, a reference to statutory obligations, date, and original signatures.
Do new authorized signatories need to have their signatures notarized?
Yes, new authorized signatories must have their signatures notarized by a notary, a municipal authority, or the commercial register office, presenting valid identification documents. Foreign certifications additionally require an apostille.
Do new authorized signatories need to have their signatures notarized?
Yes, new authorized signatories must have their signatures notarized by a notary, a municipal authority, or the commercial register office, presenting valid identification documents. Foreign certifications additionally require an apostille.
Do new authorized signatories need to have their signatures notarized?
Yes, new authorized signatories must have their signatures notarized by a notary, a municipal authority, or the commercial register office, presenting valid identification documents. Foreign certifications additionally require an apostille.
Is the consent of the shareholders required for the transfer of membership shares?
Yes, the transfer of shares usually requires the approval of the shareholders, unless the articles of association expressly waive this requirement. This approval can be obtained in a meeting minutes or in a circular resolution that is signed by all shareholders.
Is the consent of the shareholders required for the transfer of membership shares?
Yes, the transfer of shares usually requires the approval of the shareholders, unless the articles of association expressly waive this requirement. This approval can be obtained in a meeting minutes or in a circular resolution that is signed by all shareholders.
Is the consent of the shareholders required for the transfer of membership shares?
Yes, the transfer of shares usually requires the approval of the shareholders, unless the articles of association expressly waive this requirement. This approval can be obtained in a meeting minutes or in a circular resolution that is signed by all shareholders.
What happens when the statutes change due to the transfer of shares?
If the transfer of shares also requires a change in the number or nominal value of the shares, the articles of association must be amended and notarized. A copy of the notarized document and the amended articles of association must be submitted to the competent commercial register office.
What happens when the statutes change due to the transfer of shares?
If the transfer of shares also requires a change in the number or nominal value of the shares, the articles of association must be amended and notarized. A copy of the notarized document and the amended articles of association must be submitted to the competent commercial register office.
What happens when the statutes change due to the transfer of shares?
If the transfer of shares also requires a change in the number or nominal value of the shares, the articles of association must be amended and notarized. A copy of the notarized document and the amended articles of association must be submitted to the competent commercial register office.
