Buy or sell shares in a GmbH?
Buy or sell shares in a GmbH?
Buy or sell shares in a GmbH?
Buy or sell shares in a GmbH?
The legally valid transfer of shareholdings in a GmbH entails legal pitfalls. We are happy to assist you!
The legally valid transfer of shareholdings in a GmbH entails legal pitfalls. We are happy to assist you!
The legally valid transfer of shareholdings in a GmbH entails legal pitfalls. We are happy to assist you!
Greeting video
Marco Fehr
Founder of the law firm Fehr Legal
Marco Fehr
Founder of the law firm Fehr Legal
Marco Fehr, founder of the law firm Fehr Legal
Marco Fehr
Founder of the law firm Fehr Legal
Marco Fehr
Founder of the law firm Fehr Legal
Customer profiles
Daniel Svonava
Founder Superlinked (USD 9.5m seed round)
Ex-Google Tech Lead
Consulting Areas:
- Startup Investments
- Startup Participation
- Protection of IP and Data Rights
Mona Ghazi
Founder Neuropreneur Institute
TEDx Speaker & LI Top Voice
Consulting Areas:
- Corporate Structures
- Business Establishment in Switzerland
Flurin Jenal
Founder Struckd (B2B Exit)
Forbes 30 under 30
Consulting Areas:
- Co-Founder Participation
- Shareholder Rights
- Employee Participation
- Financing Rounds
Julia Rennenkampff
Founder of Seabird AG
ETH graduate & psychologist
Consulting Areas:
- Protection of IP Rights
- Employee Participation
Daniel Koss
Startup Founder & Investor
Top Gaming YouTuber (CH)
Consulting Areas:
- Corporate Structures
- Shareholder Rights
- Employee Participation
- Financing Rounds
Andrina Roediger
Owner Schoresch
Professional harpist
Consulting Areas:
- Company Acquisition
- Corporate Financing
- Protection of IP Rights
Dieter Borer
Marketing representative Europapark
Serial Entrepreneur
Consulting Areas:
- Structuring joint ventures (national and international)
- Shareholder rights
- Business planning and control
Vipluv Aga
Founder Solextron AG
PhD in Experimental Fluid Dynamics (ETHZ)
Fields of consultation:
- Shareholder rights
- Employee participation
- Financing rounds
Marvin Sangines
Startup Gründer & Investor
LinkedIn Top Voice
Consulting Areas:
- Corporate Structures
- Shareholder Rights
- Employee Participation
- Startup Investments
Customer profiles
Daniel Svonava
Founder Superlinked (USD 9.5m seed round)
Ex-Google Tech Lead
Consulting Areas:
- Startup Investments
- Startup Participation
- Protection of IP and Data RightsMona Ghazi
Founder Neuropreneur Institute
TEDx Speaker & LI Top Voice
Consulting Areas:
- Corporate Structures
- Business Establishment in SwitzerlandFlurin Jenal
Founder Struckd (B2B Exit)
Forbes 30 under 30
Consulting Areas:
- Co-Founder Participation
- Shareholder Rights
- Employee Participation
- Financing RoundsJulia Rennenkampff
Founder of Seabird AG
ETH graduate & psychologist
Consulting Areas:
- Protection of IP Rights
- Employee ParticipationDaniel Koss
Startup Founder & Investor
Top Gaming YouTuber (CH)
Consulting Areas:
- Corporate Structures
- Shareholder Rights
- Employee Participation
- Financing RoundsAndrina Roediger
Owner Schoresch
Professional harpist
Consulting Areas:
- Company Acquisition
- Corporate Financing
- Protection of IP RightsDieter Borer
Marketing representative Europapark
Serial Entrepreneur
Consulting Areas:
- Structuring joint ventures (national and international)
- Shareholder rights
- Business planning and controlVipluv Aga
Founder Solextron AG
PhD in Experimental Fluid Dynamics (ETHZ)
Fields of consultation:
- Shareholder rights
- Employee participation
- Financing roundsMarvin Sangines
Startup Gründer & Investor
LinkedIn Top Voice
Consulting Areas:
- Corporate Structures
- Shareholder Rights
- Employee Participation
- Startup Investments
Customer profiles
Daniel Svonava
Founder Superlinked (USD 9.5m seed round)
Ex-Google Tech Lead
Consulting Areas:
- Startup Investments
- Startup Participation
- Protection of IP and Data RightsMona Ghazi
Founder Neuropreneur Institute
TEDx Speaker & LI Top Voice
Consulting Areas:
- Corporate Structures
- Business Establishment in SwitzerlandFlurin Jenal
Founder Struckd (B2B Exit)
Forbes 30 under 30
Consulting Areas:
- Co-Founder Participation
- Shareholder Rights
- Employee Participation
- Financing RoundsJulia Rennenkampff
Founder of Seabird AG
ETH graduate & psychologist
Consulting Areas:
- Protection of IP Rights
- Employee ParticipationDaniel Koss
Startup Founder & Investor
Top Gaming YouTuber (CH)
Consulting Areas:
- Corporate Structures
- Shareholder Rights
- Employee Participation
- Financing RoundsAndrina Roediger
Owner Schoresch
Professional harpist
Consulting Areas:
- Company Acquisition
- Corporate Financing
- Protection of IP RightsDieter Borer
Marketing representative Europapark
Serial Entrepreneur
Consulting Areas:
- Structuring joint ventures (national and international)
- Shareholder rights
- Business planning and controlVipluv Aga
Founder Solextron AG
PhD in Experimental Fluid Dynamics (ETHZ)
Fields of consultation:
- Shareholder rights
- Employee participation
- Financing roundsMarvin Sangines
Startup Gründer & Investor
LinkedIn Top Voice
Consulting Areas:
- Corporate Structures
- Shareholder Rights
- Employee Participation
- Startup Investments
Customer profiles
Daniel Svonava
Founder Superlinked (USD 9.5m seed round)
Ex-Google Tech Lead
Consulting Areas:
- Startup Investments
- Startup Participation
- Protection of IP and Data RightsMona Ghazi
Founder Neuropreneur Institute
TEDx Speaker & LI Top Voice
Consulting Areas:
- Corporate Structures
- Business Establishment in SwitzerlandFlurin Jenal
Founder Struckd (B2B Exit)
Forbes 30 under 30
Consulting Areas:
- Co-Founder Participation
- Shareholder Rights
- Employee Participation
- Financing RoundsJulia Rennenkampff
Founder of Seabird AG
ETH graduate & psychologist
Consulting Areas:
- Protection of IP Rights
- Employee ParticipationDaniel Koss
Startup Founder & Investor
Top Gaming YouTuber (CH)
Consulting Areas:
- Corporate Structures
- Shareholder Rights
- Employee Participation
- Financing RoundsAndrina Roediger
Owner Schoresch
Professional harpist
Consulting Areas:
- Company Acquisition
- Corporate Financing
- Protection of IP RightsDieter Borer
Marketing representative Europapark
Serial Entrepreneur
Consulting Areas:
- Structuring joint ventures (national and international)
- Shareholder rights
- Business planning and controlVipluv Aga
Founder Solextron AG
PhD in Experimental Fluid Dynamics (ETHZ)
Fields of consultation:
- Shareholder rights
- Employee participation
- Financing roundsMarvin Sangines
Startup Gründer & Investor
LinkedIn Top Voice
Consulting Areas:
- Corporate Structures
- Shareholder Rights
- Employee Participation
- Startup Investments
Benefits Overview
Legally Binding Transfer
Legally Binding Transfer
Legally Binding Transfer
Legally Binding Transfer
Prevent the transfer from having to be repeated later or the ownership rights being unclear.
Low Workload
Low Workload
Low Workload
Low Workload
Your workload is limited to sending us the necessary information and signing the documents created.
Professional support
Professional support
Professional support
Professional support
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 Limited Liability Company. 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.
Shareholders' Resolution
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 LLC. 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 500
Includes:
Collection of facts using an online form
Legal suitability assessment based on the recording of facts
Statutes review
Development of necessary documents
Instructions for signing and sending
Simple Share Transfer
CHF 500
Includes:
Collection of facts using an online form
Legal suitability assessment based on the recording of facts
Statutes review
Development of necessary documents
Instructions for signing and sending
Simple Share Transfer
CHF 500
Includes:
Collection of facts using an online form
Legal suitability assessment based on the recording of facts
Statutes review
Development of necessary documents
Instructions for signing and sending
Simple Share Transfer
CHF 500
Includes:
Collection of facts using an online form
Legal suitability assessment based on the recording of facts
Statutes review
Development of necessary documents
Instructions for signing and sending
Complex Share Transfer
CHF 1200
Typically includes:
Fact finding in a personal conversation
Legal suitability assessment based on the factual documentation
Statute review
Legal advice on important contract issues
Contract preparation with up to two rounds of feedback finalizing the contract
Instructions for signing and sending
Recommended
Complex Share Transfer
CHF 1200
Typically includes:
Fact finding in a personal conversation
Legal suitability assessment based on the factual documentation
Statute review
Legal advice on important contract issues
Contract preparation with up to two rounds of feedback finalizing the contract
Instructions for signing and sending
Recommended
Complex Share Transfer
CHF 1200
Typically includes:
Fact finding in a personal conversation
Legal suitability assessment based on the factual documentation
Statute review
Legal advice on important contract issues
Contract preparation with up to two rounds of feedback finalizing the contract
Instructions for signing and sending
Recommended
Complex Share Transfer
CHF 1200
Typically includes:
Fact finding in a personal conversation
Legal suitability assessment based on the factual documentation
Statute review
Legal advice on important contract issues
Contract preparation with up to two rounds of feedback finalizing the contract
Instructions for signing and sending
Recommended
Our assurances
Your satisfaction is important to us. That is why we make the following assurances to you:
Your satisfaction is important to us. That is why we make the following assurances to you:
Legal Utility Check: After the facts have been collected, it is checked whether the selected legal product fits your case. If not, we will contact you and refund the purchase price in full.
Loss-Win Guarantee: If you are not satisfied with the work result, we will refund the purchase price in full.
Process of Share Transfer
Step 1
Select and pay for the package (see above).
Step 2
We will contact you to gather information about the matter.
Step 3
Conducting the suitability assessment based on the facts.
Step 4
Preparation of the necessary documents.
Step 5
Signing of the documents and submission of the commercial register application
Not sure?
If you are unsure whether we can assist you or which package is suitable for your case, we would be happy to advise you in direct contact.
Not sure?
If you are unsure whether we can assist you or which package is suitable for your case, we would be happy to advise you in direct contact.
Not sure?
If you are unsure whether we can assist you or which package is suitable for your case, we would be happy to advise you in direct contact.
Not sure?
If you are unsure whether we can assist you or which package is suitable for your case, we would be happy to advise you in direct contact.
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.
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 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.
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.
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.
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.
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.