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When a partner dies, his or her business share passes to the heirs at the moment of death (Article 132 of the ZD). A final decision on inheritance thus only establishes who inherited the business share and does not result in the transfer of the share. Uncertainty until the final determination of heirs Until the heirs have been finally determined, the company faces numerous practical questions: who can exercise the rights arising from the business share, who should be invited

A pre-emption right gives a particular person priority in purchasing an asset if its owner decides to sell it. If the owner wishes to sell an asset or right to a third party, the owner must first offer it to the holder of the pre-emption right on the same terms. The holder may exercise the right within a specified period and acquire the asset or right on the same terms as those agreed with the third-party buyer. At first sight, a pre-emption right appears straightforward and

Like every love story, a business “marriage” between the members of a limited liability company usually begins with seemingly aligned interests, a willingness to cooperate, clearly divided roles, a shared vision and expectations of success. As in romantic relationships, however, an important question is often overlooked during the initial “honeymoon” phase: What happens if the members’ interests diverge over time, their cooperation ceases to function or serious disagreements

The sale of real estate and business shares in companies in Slovenia is taxed by the seller, a natural person, with capital gains tax. This means that the seller must pay tax on the difference between the purchase and sale value of such capital. The transaction is not taxed if the seller has owned the capital for 15 years or if other conditions prescribed by law for tax exemption exist. When structuring transactions, Article 99 of the Personal Income Tax Act (ZDoh-2) is often