ubiqueClose the entity. Keep the people.
Carve-outs, acquisitions and subsidiary closures all end the same way: a group of employees whose legal employer is about to disappear. Ubique takes over their employment on local contracts, in weeks, so the deal closes on time and nobody's payslip stops.
Transfers of 5 to 150 employees per country. NDA before any data is shared.
Same problem, different deadlines
Carve-out
You are buying a product line or a team out of a larger company. The seller's entity stays with the seller. The twenty people in Munich and Barcelona need a new employer by closing. You do not have an entity in either country and will not for months.
Acquisition
You have bought a company with small subsidiaries in four countries. Each one has its own payroll vendor, accountant and audit. Integrating them means either keeping four entities alive or moving the employees somewhere cheaper to run.
Entity closure
A market did not grow as planned, or the group is simplifying. The entity costs £30,000 a year in overheads for six employees. You want to keep the six and lose the overhead.
In all three cases Ubique employs the people on local contracts through its own entity in 40 countries, or a vetted partner elsewhere, and your company steps out of the employer role.
“We closed our German and Spanish entities and kept every employee through VEO. Two fewer audits, two fewer local accountants, and nobody noticed on payday.”
Kestrel Labs, in numbers
- 14 employees in Germany, 9 in Spain
- Both entities closed within one financial year
- Statutory audit, local accountant and payroll vendor contracts ended in each country
- Zero resignations during the transfer
In regulated markets, there is a second option
Germany and Spain restrict how long and in what way a third party can employ people on your behalf. For a long-term team, the cleaner route is often VEO, Ubique's Virtual Employer Organization: your company registers as a non-resident foreign employer, with no entity, and Ubique runs the registration, payroll, contributions and compliance behind it.
The employees are employed directly by you, under German or Spanish law, with no time limit and no agency framing. You get the entity closure without the entity. Ubique's legal teams in both countries handle the registration and remain the local contact for the authorities.
- No entity, no local director, no statutory audit
- Direct employment, so works council and collective agreement rules are straightforward
- Switch between EOR and VEO later if headcount or strategy changes
EOR or VEO?
EOR: fastest, Ubique is the employer, ideal for small teams and for the closing deadline. VEO: your company is the employer, ideal for 10+ people in Germany or Spain you intend to keep for years. Many customers start on EOR to make the deal date, then move to VEO.
Other regulated markets
France, Italy and Switzerland have similar constraints. We advise case by case, and we say so when EOR is not the right long-term answer.
Six steps from signed NDA to closed entity
Run by your account manager with Ubique's local legal team in each country. Your lawyers and the counterparty's are welcome at every step.
Scoping under NDA
Headcount per country, contract types, collective agreements, pending disputes, accrued liabilities. We give you a transfer plan and a cost per employee within five business days.
Legal route per country
Whether the move is a transfer of undertaking (TUPE-style, with automatic transfer of terms) or a termination and re-hire with service recognised. This decides notice, consultation and severance.
Employee consultation
Information letters in the local language, works council or employee representative meetings where required, and a Q&A session run by Ubique's local team. People ask about pensions and leave. We answer in writing.
Contracts and transfer
New local contracts with the original start date recognised, accrued leave carried over and benefits matched or improved. Signed electronically, usually in one week.
Payroll cut-over
Final payroll run from the old entity, first run from Ubique the following month. Parallel run reconciled line by line, so take-home pay matches to the cent.
Entity closure support
Employment deregistration, final social security filings and the employer-side paperwork your liquidator needs. Payroll history is exported for your records and available in the document vault.
Deal closing in eight weeks? Talk to us this week.
We will share a redacted transfer plan from a comparable deal on the first call.