Under "KONLUS valuation", we bundle together our valuation-relevant, interdisciplinary expertise from the areas of auditing, tax consultancy and consulting as well as IT AUDIT for business valuations, share valuations, practice valuations, the valuation of intangible assets (including software) and value-based corporate management.

Business valuation, practice valuation, share valuation

We employ experienced valuation professionals (auditors, tax consultants, certified valuation analysts (CVA) and certified information systems auditors (CISA)) and cooperate nationally with colleagues from the auditor, CVA and CISA networks. Under "KONLUS valuation", we, as valuation specialists, also assist lawyers, specialist lawyers for family law, tax consultants, auditors, management consultants, or we cooperate with these professionals when caring for our clients. Another focal point here is the analysis and valuation of complex, taxable financial circumstances as well as support when establishing multi-period, integrated financial plans (financial modelling).

Business valuation, practice valuation, share valuation:

• Carl Erik Koehler (auditor, tax consultant, certified valuation analyst (CVA))
• Alexander Neu (auditor, tax consultant) 
• The IT auditing experts at IT-Audit GmbH Wirtschaftsprüfungsgesellschaft

1) Depending on the assignment, we act in the following capacity:

• As a neutral expert in civil courts, family courts and tax courts
• As an expert and consultant for spouses involved in divorce proceedings
• As a consultant for companies and entrepreneurial families as well as private individuals 
• As an arbitrator and mediator for companies, owners, shareholders, or spouses involved in asset disputes 
• As a consultant and expert for the executive board and supervisory bodies of companies in the event that value-based issues arise 
  
  

 2) Applied valuation methods and valuation standards for tax purposes 

• We perform business valuations in accordance with generally accepted business methods for a total valuation (discounted future earnings method, discounted cash flow method).
• When performing a business valuation, we adhere to the IDW S1 standard developed by the German Institute of Public Auditors (IDW).
• In special cases, we apply individual valuation methods when calculating liquidation values and net asset values of individual assets (for example, when performing a business valuation in the case of a non-essential company asset).
• In addition, we use rough market-oriented calculations (sector-specific multiples) to perform a plausibility analysis of company assets.
• In the case of special valuation scenarios relating to tax law, it is necessary to differentiate between two valuation benchmarks, namely the fair market value and the going-concern value. The fair market value is legally standardised in § 9 para. 2 of the German Valuation Law (BewG). Essentially, it corresponds to the market value (arm's length value) but differs in terms of how it considers unusual or personal circumstances. The going-concern value relates to valuation objects within a business asset that are to be valuated in close association with other assets within the business asset. This means that the economic relevance of the asset to the company must be considered separately in the business valuation.
• The tax authorities determine fair market values under consideration of the guidelines issued by the regional tax office (OFD) in Münster in accordance with the total valuation method and therefore in accordance with the general business-endorsed valuation standards. Currently, the Stuttgart method previously used in the business valuation of unlisted shares in corporations is only significant for inheritance tax.
  
  

 3) Examples of valuation cases that we undertake:

1. Asset disputes & the transfer of assets

• Judicial review of severance payments, compensation to minority shareholders in the event of structural actions (court procedures in accordance with § 1 of the German Award Proceedings Act (SpruchG) on the occasion of profit transfer agreements and control agreements §§ 291, 304 and 305 of the German Companies Act (AktG)), incorporation of companies (§§ 319 and 320b of the German Companies Act (AktG)), the squeeze-out of minority shareholders (squeeze-out § 327a ff. of the German Companies Act (AktG)) 
• Value-based examination of severance payment clauses in partnership agreements (valuation of severance payments when appropriating company shares, resignation of shareholders)
• Valuations as part of the equalisation of accrued gains in divorce cases, valuation of assets in their initial asset position and final asset position, valuation of gifts to a spouse during the marriage, valuation of unnamed financial contributions between spouses during the marriage, calculation of deferred taxes (tax implications in the event of the deemed disposal of taxable assets) 
• Valuations of gifts and wills, valuation of claims to statutory shares in the event of inheritance disputes
  
  

2. Transactions (M&A) & restructuring 

• Transactions, the conclusion of control agreements and profit transfer agreements 
• Drafting of opinions and documentation on the financial adequacy (fair value) of corporate transactions for estimating or reviewing transaction prices or underlying management decisions (fairness opinion, duty of care by members of the executive board §§ 93 para. 1 of the German Companies Act (AktG) and members of the supervisory board §116 of the German Companies Act (AktG)) 
• Valuation in the event of the purchase or sale of a company or the purchase or sale of shares, company mergers/demergers
• Implementation of financial, tax and legal due diligence 
• Determination of individual price limits in relation to the purchase or sale of a company - checking compliance with equity capital guarantees 
• Admission of new partners (in particular, management buy-ins and management buy-outs) 
• Assessment and valuation when raising capital for the formation of a company or increasing the capital for companies (change in legal form or investment in kind)
  
  

3. Business valuation of individual assets & IFRS accounting 

• Business valuation of shares in accordance with IDW RS HFA 10 
• Business valuation of shares in IFRS accounting (impairment test)
• Business valuation of intangible assets (for example, trademarks, patents, software, and so on) 
• Business valuation of software in cooperation with our subsidiary IT AUDIT GmbH Wirtschaftsprüfungsgesellschaft 
• Distribution of purchase prices (purchase price allocation, PPA) 
• Business valuation of real estate in cooperation with external real estate experts 
• Revaluation of assets acquired free of charge in foundations for the purpose of reviewing capital maintenance
  
  

4. Valuation-relevant analyses & planning

• Within the context of business valuation, we conduct business analyses and due diligence investigations (financial due diligence, tax due diligence and legal due diligence). 
• Analysis of the market and competitive situation 
• SWOT analysis: identifying the strengths and weaknesses of the company, the opportunities and threats within the market as well as the resulting opportunity and risk profile of the company 
• Plausibility analysis of corporate plans 
• Preparation and review of integrated financial plans 
• Financial modelling to determine long-term achievable surpluses in companies under valuation (detailed planning phase, rough planning phase, sustainable results) 
• Consultancy in relation to value-based management
  
  

5. Business valuation for special cases relating to tax law & determination of valuation-relevant tax implications 

•  Tax due diligence in the event of asset disputes and transactions 
• Calculation of deferred taxes on taxable assets in the context of divorce cases or the equalisation of accrued gains (relevant tax implications in the event of the deemed disposal of taxable assets) 
• Enforcement of valuations in the context of an audit or proceedings before the finance court 
• Valuation of companies and shares when shareholders relocate abroad or relocate to Germany, when a company relocates its headquarters or when assets or functions are transferred within companies or affiliated groups 
• Determining the fair market value associated with the contribution of companies, shares or individual assets to another company 
• Assignment of asset shares to employees at a price below the market value
• Determining, for inheritance tax purposes, the fair market value of corporations or capital investments in accordance with the Stuttgart method

We provide the majority of our auditing and tax consultancy services to clients in Bergisch Gladbach, Cologne, Leverkusen, Gummersbach, Bonn, Düsseldorf, Remscheid, Solingen, Wuppertal and neighbouring regions. However, we also operate throughout Germany. Our branch office is located in Berlin.