Dr. Sebastian Binder
Tax advisor
Associate Partner
Gründer
Sebastian advises entrepreneurs, groups, and companies on complex tax matters. He specializes on corporate reorganisations, national and international M&A transactions, and handling complex tax procedures (audits, disputes, and litigation). He also has extensive expertise in real estate taxation and real estate transfer tax matters.
With 10 years of professional experience in leading national and international law firms, he can draw on a broad wealth of experience in a variety of transactions and situations. He is recogonized by Handelsblatt (in corporation with Best Lawyers) as one of the “Best Lawyers in Germany 2024”.
Qualifications
- Tax Advisor
- PhD in Economics (University of Erlangen-Nuremberg)
- Masters degree in Law and Business (University of Augsburg)
Typical areas of practice
- Advise on all tax aspects of mergers and acquisitions.
- Optimizing business structures, e.g., implementation of holding structures, forming of joint ventures, conversions, and spin-offs.
- Tax consequences of reorganisations at parent company level for German subsidiaries (e.g., forfeiture of tax losses, real estate transfer tax).
- Ongoing advice on corporate tax law, e.g., implementation of tax groups, optimizing group financing with regards to interest barrier rules, German CFC rules.
- Ongoing advice on real estate investments, e.g. extended trade tax deduction and realestate transfer tax
Qualifikationen
- Tax Advisor
- PhD in Economics (University of Erlangen-Nuremberg)
- Masters degree in Law and Business (University of Augsburg)
Typische Einsatzfelder
- Advise on all tax aspects of mergers and acquisitions.
- Optimizing business structures, e.g., implementation of holding structures, forming of joint ventures, conversions, and spin-offs.
- Tax consequences of reorganisations at parent company level for German subsidiaries (e.g., forfeiture of tax losses, real estate transfer tax).
- Ongoing advice on corporate tax law, e.g., implementation of tax groups, optimizing group financing with regards to interest barrier rules, German CFC rules.
- Ongoing advice on real estate investments, e.g. extended trade tax deduction and realestate transfer tax
Training & Career
Sebastian studied law and economics in Augsburg, Nuremberg and at the University of North Carolina at Chapel Hill.
After working for a leading international law firm, he worked for more than 8 years at Flick Gocke Schaumburg, the last 4 years as an Associated Partner.
Sebastian regularly publishes and lectures on corporate tax law and real estate transfer tax law.
Selected References
- Holding company on the sale of a controlled company including termination of the VAT group and CIT fiscal unity
- Owner on the sale of his partnership interest in 1/2/3 Autoteile GmbH & Co. KG to a private investor
At previous law firms:
- Webasto on the sale of its charging business to Transom Capital Group.
- Baxter International on the sale of its Biopharma Solutions division.
- Founders in the sale of their company to a private equity investor.
- Listed Dutch real estate company in the public takeover of a REIT, cross-border merger into the listed Dutch parent company.
Publications
- Corporation tax: On the deductibility of legal and consulting costs on the sale of a sub-subsidiary within the framework of a tax group relationship (FG Düsseldorf, ruling from 26.2.2025 – 7 K 1811/21,nrkr.), GmbHR 2025, 665 (together with Manuel Brühl)
- Real estate transfer tax: New shareholders in the event of an indirect change in the shareholder structure of a real estate-owning partnership (BFH, ruling from 21.08.2024 – II R 16/22), GmbHR 2025, 601 (together with Manuel Brühl)
- That darn first year in the extended property cutback, GStB 2025, 140 (together with Manuel Brühl)
- Commentary on §§ 3-13 UmwStG in Oppel/Martini/Oertel, International Tax Law (together with Julian Solowjeff).
- Share Deals in Real Estate Transfer Tax – The New Application Decrees on § 1 Abs. 2a and 2b GrEStG, StuB 2022, 601 (together with Klaus Himmer).
- The BMF Circular on the Income Tax Treatment of Virtual Currencies and Other Tokens, Ubg 2022, 273 (together with Klaus Himmer).
- Hidden Profit Distributions in the CFC Taxation under the ATADUmsG, IStR 2021, 865-874 (together with Benjamin Graßl).
- Abandonment of the Overall Plan in the BMF Circluar on § 6 Abs. 3 EStG – But No Relief for Contributions under the UmwStG?, DB 2020, 1587 (together with Lisa Riedel).
Talks
- M&A Excellence Days, Federal Association of Mergers & Acquisitions/Goethe University Frankfurt (together with Dr. Simon Sabel)
- M&A basics for SMEs, Haufe Onlinetraining (together with Dr. Simon Sabel)
- Extended trade tax reduction: Tax-optimized use by real estate investors and companies, Haufe Onlinetraining (together with Manuel Brühl)
- International aspects of reorganization tax law, von Fürstenberg, specialist consultant course for international tax law, Frankfurt am Main