International Legal Relations
Crossing borders legally safe.
When foreign companies engage in business in Germany and set up their own entity here – subsidiary or branch – , it is necessary to provide proof to the German Commercial Register that the foreign entity actually exists in its home state, and how it is duly represented. Without such proof the register court is not able to ascertain whether a shareholders’ resolution has been duly adopted and will decline to effect the respective registration.
We look after powers of attorney and proof of representation taking into account the particulars of international legal requirements in civil and commercial matters. We are familiar with the intricacies of different legal systems and continue to expand our capabilities to access commercial registers in other countries, in order to obtain proof of representation which will meet the requirements of the German commercial register authorities.
Many countries do not have an institution similar to the German commercial register. If proof of representation is required from these countries, different formats have to be employed.
If a foreign company establishes a branch in Germany, a number of additional requirements have to be met and the registration process in total will be somewhat longer. Certain documents, in particular the articles of association have to be submitted in certified German translation to the German commercial register court.
In international trade it is not that easy to prove the authenticity of a document, since the authorities in the state in which the document is to be used, are not in a position to ascertain whether the person recording the deed or certifying a signature, is indeed authorized under the laws of its residence to act in such capacity, and whether all requirements under that nation’s law have been met. One solution to the problem were international treaties between states. Sometimes bilateral treaties exist which provide for a direct recognition of public documents (such as notarial deeds or certifications of signatures), i.e. without the necessity or any further legalization, or which provide which kind of proof is required to prove the authenticity of a public document. Many states have acceded to the “Hague Convention Regarding the Exemption of Foreign Pubic Documents from the Necessity of Legalization”, dated 5 October 1961. Adhering to the procedure provided for in the Convention facilitates international trade immensely, as affixing the so-called “apostille” to the document by the appropriate authority in the state of origin, constitutes conclusive proof of the authenticity of the document. The apostille certifies the authenticity of the signature of the person, which established the deed or certified the signature, certifies the official capacity of that person, and certifies the authenticity of the stamp or seal which has been affixed to the document.
International treaties between states on the cooperation in legal matters also come into play when deed or certifications of a German notary are to made use of in another state. We support youn in the creation of the documents and will obtain the necessary approvals, confirmations, interim certifications and legalizations from the respective authorities in and outside of Germany.