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The shareholders pass a resolution to dissolve the company and appoint liquidators to settle its affairs All assets must be sold debts

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It is essential to understand that dissolving the company does not end it The dissolution resolution simply flips the GmbH into

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The reasons for the dissolution of a GmbH are regulated in 60 GmbH Law GmbHG In the following the leaflet focuses on the

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Resolution on dissolution The end of the GmbH begins with a reason for dissolution 60 GmbHG In most cases this is a

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As a rule dissolution is initiated by a shareholders resolution The other grounds for dissolution such as dissolution by way of a

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The shareholders convene a meeting either in person or if permitted by the articles by written circular resolution and vote to

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Upon the dissolution of the company the managing directors so called born liquidators become the first liquidators unless

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The first formal step is a shareholder resolution to dissolve the company For a GmbH this requires a majority of at

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The most common reason for liquidating a GmbH is a shareholders resolution to dissolve the company Even if the GmbH is