Business transfers and employment due diligence

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Identify workforce liabilities before a transaction and plan the employment-law steps needed for transfer and integration.

What we help you decide

Buy, sell or transfer a business. We assess the relevant documents, explain the available routes and agree the scope of advice before taking further steps.

The transaction structure matters

A share acquisition and a transfer of a business or part of a business can have different employment consequences. Section 613a BGB may apply where an economic entity transfers and retains its identity. Contract labels alone do not settle that question.

Due diligence priorities

Review employment terms, collective coverage, pensions, key staff, accrued liabilities, disputes, worker classification and employee data. Findings should feed into price discussions, contractual protections and the implementation plan. A list of documents is useful only if someone assesses the operational risks behind it.

Information and integration

Where transfer rules apply, employee information and objection rights require particular care. Do not treat a transfer as a free opportunity to dismiss or rewrite contracts. Integration may engage works council rights and restrictions on changing existing terms.

Practical example

A service provider takes over a customer operation with staff, equipment and established processes. We assess whether the facts amount to a business transfer, identify employment liabilities and coordinate employee communications with the commercial timetable.

Documents for an initial review

  • Transaction structure and draft agreements
  • Employee census and contract samples
  • Pension, collective and works agreements
  • Disputes, accrued entitlements and transfer communications

Related advice

Restructuring and collective redundancies · Flexible staffing, employment status and pensions · All employment law services · Discuss your matter

Legal sources

Reviewed: 8 November 2026. The application of these rules depends on the facts, the relevant documents and any applicable collective arrangements.