Prerequisites
They are legally required to register in the commercial register as a corporation, such as...
- Public limited company (AG)
- Limited partnership on shares (KGaA)
- Limited liability company (GmbH)
- Entrepreneurial company (UG)
- Non-profit variants of the limited liability company (gUG, gGmbH)
or partnerships such as, for example,
- General partnership (oHG)
- Limited partnership (KG)
- GmbH & Co. KG.
If you are not legally required to register in the commercial register, you can register as a self-employed person in the commercial register.
Documents required
- Notarized registration in the commercial register
- Depending on the legal form of your company and the type of facts to be registered, further documents are required (sometimes in notarized or publicly certified form).
To establish a limited liability company, you will generally need:
- Notarized articles of association / standard protocol
- Resolution on the appointment of the managing directors
- List of shareholders (only required if the company is founded with articles of association)
- As an alternative to the articles of association and list of shareholders: standard protocol (for UG and GmbH)
- official permits, if required
- Deposit slip and bank statement as proof of a cash deposit
- In the case of in-kind contributions: further documents
To register a partnership, you will generally need:
- Information on the partners (name, date of birth, place of residence or company name, registered office, registration details). For limited partners, the amount of liability to be registered.
- Information on representation (individual or joint representation)
- Company headquarters and domestic business address
- Possible powers of attorney (if the application is not signed by all shareholders themselves)
You can find out which documents you need to submit in each individual case from the notary's office or the Chamber of Industry and Commerce (IHK).
Please note
- If you are obligated to register your company but fail to do so, or register it incorrectly, you will initially receive a warning. Further violations may result in enforcement proceedings.
- If the existing entry is no longer up-to-date or should be deleted, you must request the changes or the deletion.
- Advantages of voluntary registration in the commercial register include:
- Option to employ one or more authorized signatories
- Protection of the company name from imitators
- Option for company name: without commercial register entry, companies must include the full name of the owner or shareholder in the company name; with a commercial register entry, they are allowed to use a "Firma", i.e., a company name.
- Trust bonus for customers and potential business partners
- Possibility to open independently operating branches at other locations
- Disadvantages of voluntary registration in the commercial register include:
- The company is subject to stricter regulations under the German Commercial Code (HGB) and no longer under the German Civil Code (BGB).
- Accounting and disclosure obligations
- Double-entry bookkeeping and adherence to the principles of proper accounting (GoB)
- Preparation of financial statements
- Complete disclosure of all business transactions in the accounting records
- Obligation to include additional information on business letters and in the legal notice:
- Company name
- Location of company headquarters
- Registry Court
- Registration number
The local court does not provide legal advice. Please contact a law firm or notary's office authorized to provide legal advice.
The Public Legal Information Office (ÖRA) offers affordable legal advice for people with low incomes.
Deadlines
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