honert advises smartbax GmbH on financing round
honert provided comprehensive legal advice to smartbax GmbH within a seed financing round.
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honert provided comprehensive legal advice to smartbax GmbH within a seed financing round.
A clause in a partnership agreement of a partnership (Personengesellschaft) which provides for a simple majority of votes for all shareholder resolutions may be interpreted as giving formal legitimation that all matters subject to a resolution by the shareholders are subject to the majority principle (Mehrheitsprinzip). This also includes so-called fundamental transactions (Grundlagengeschäfte) and interventions in the membership rights of shareholders. In principle, this formal legitimation also indicates the material legitimation of a shareholder resolution based on it, unless it is an exercise of majority power against the minority in breach of fiduciary duty.
In the “War for Talents”, start-ups often rely on employee stock option plans (ESOPs) to attract motivated and highly qualified employees and retain them in the long term, as salaries are usually not competitive. An ESOP usually runs for several years and the employee’s circumstances can change during this period. Such a change in circumstances is also the cause for the ruling of the German Federal Fiscal Court (BFH) of 21 December 2022, case no. I R 11/20, which deals with the taxation of stock options in the event of a change of residence. This cross-border case provides an opportunity to take a closer look at the general tax treatment of ESOPs and, at the same time, to highlight any potential for tax structuring.
In its ruling of 23 November 2022 – II R 37/19, the Federal Fiscal Court (Bundesfinanzhof – BFH) decided in favour of the foreign claimant that – unlike the direct acquisition of a domestic property – the bequest concerning the acquisition of a domestic property is not subject to limited inheritance tax liability.
A team from honert led by Dr. Jan-Christian Heins advised MFC Labs GmbH on its EUR 4m seed financing round.
honert provided legal advice to the CERTANIA Group on the acquisition of GWP Gesellschaft für Werkstoffprüfung mbH.
honert provided comprehensive legal advice to RFMW Europe Ltd. on the acquisition of MRC Gigacomp GmbH & Co. KG and MRC Components GmbH & Co. KG.
honert provided comprehensive legal advice to the shareholders of nokutec Kunststofftechnik GmbH, Quedlinburg, on the sale of a majority shareholding to LIKUM Group GmbH.
honert comprehensively advised modelwise GmbH in the context of the seed financing.
honert provided comprehensive legal advice to the lead investor AT Newtec GmbH within the extension round of the Series C financing of AMSilk GmbH.