Cross-Border Vertical Merger Between a Hungarian Subsidiary and a German Holding Company

We advised a German holding company (GmbH) and its wholly owned Hungarian subsidiary (Kft.) on a cross-border vertical merger whereby the Hungarian company merged into its German parent. The transaction required the coordination of German and Hungarian corporate law requirements, including bilingual corporate documentation and notarisation procedures in both jurisdictions. Although the merger followed the simplified statutory route, the matter involved significant cross-border legal and practical complexities. Through careful structuring of the transaction and the implementation of the principle of universal succession, the group was able to preserve valuable tax attributes of the Hungarian entity and achieve a commercially efficient post-merger structure.