GmbH & Co. KG and foundation succession as a controlled family structure.

Client benefit

Concrete client benefits.

• Family voting, profit rights and control can be separated more precisely than in a simple share transfer.
• The foundation can reduce fragmentation and preserve long-term ownership.
• Inheritance tax relief can be reviewed with business asset, administrative asset and holding-period rules.
• The family receives a governance file for conflicts, exits and distributions.
• Kanzlei Meyers & Partner AG coordinates tax, partnership agreement, foundation and banking.

Tax classification.

The tax effect depends on partnership income, business assets, special business assets, inheritance tax relief, gift tax, foundation taxation and the role of the general partner.

• Mitunternehmer status and business activity.
• Administrative assets, financial assets and inheritance-tax relief.
• Foundation transfer and beneficiary taxation.
• Special business assets and intercompany agreements.
• Trade tax, income allocation and profit distributions.

Ongoing partnership and foundation administration.

The structure needs accounts, partner resolutions, profit allocations, foundation decisions, tax returns and banking records.

• Annual partner and foundation meetings.
• Profit allocation and distribution documentation.
• Monitoring of business asset relief conditions.
• Conflict, exit and transfer rules.

Set-up and implementation process.

• Map family, company and asset objectives.
• Design partnership and foundation governance.
• Review inheritance and gift tax effects.
• Draft or coordinate agreements and foundation instruments.
• Set up accounting, banking and annual calendar.

Typical mistakes.

• The KG has no genuine business or governance role.
• Foundation and partnership agreements contradict each other.
• Inheritance tax relief is assumed without administrative asset review.
• Family benefit and control rights are not documented.
• Banking file cannot explain ownership and payment flows.

What Kanzlei Meyers & Partner AG delivers.

• Target chart for KG, foundation and family roles.
• Inheritance and gift tax memo.
• Partnership and foundation document checklist.
• Governance, distribution and conflict rules.
• Banking and KYC file.
• Annual duties calendar.

Documents for the first review.

• Existing company and partnership documents.
• Family tree, beneficiaries and succession objectives.
• Financial statements and asset composition.
• Real estate, financial assets and business assets.
• Draft wills or family agreements.
• Bank and financing documents.

Result of the initial consultation.

The first review ends with a documented decision file: target structure, tax assumptions, exclusion points, implementation sequence, document list and clear next steps.

• Decision matrix with recommended structure and rejected alternatives.
• Tax and compliance workstream with open points, deadlines and responsible parties.
• Implementation plan for entity formation, banking, governance and ongoing administration.

Legal position and limits.

The structure must be reviewed under partnership tax, foundation tax, inheritance tax and civil law. Relief and asset-protection effects are fact-dependent.

Frequently asked questions.

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