Brexit effects on cross-border mergers between Germany and UK
That provision grants a transitional period of two years for cross-border mergers involving a UK entity to still be treated as an EU/EEA cross-border merger, if the merger plan (i.e. the merger agreement) is notarised prior to exit day or prior to the expiry of a transition period laid down in a withdrawal agreement. However, in spite of its wording and the corresponding intention of the German legislator, the new provision will in fact meet its objectives only if the corresponding UK regime will be amended accordingly in due course as well. Otherwise, the timeframe for completing a British-German cross-border merger will actually remain unchanged and, given the various deadlines applicable to outbound cross-border mergers under UK law, such merger process that is not already running by now can at least not be completed by 29 March 2019. We will be glad to advise you on alternative options to reorganise your group structure – now or after Brexit!
Dr Christina Griebeler, M.I.C.L.
Lawyer (Rechtsanwältin),
Advokat (Sverige), Partner
T +49 - 69 - 97 40 12 - 39
M +49 - 172 - 677 53 72