Limited Liability GmbH in Germany Formation

Limited Liability GmbH in Germany

A 'Gesellschaft mit beschränkter Haftung' is a limited liability company in Germany.

Incorporation: 5 weeks + delivery time for the courier


Minimum capital requirement: €25,000 (50% minimum to be paid up)

 

Overview

Germany is the biggest economy in the EU and one of the biggest economy in the world, it has excellent business advantages including its economic performance, government efficiency, business efficiency and infrastructure.


Advantages of Limited Liability GmbH in Germany:

  • - External liability of the founders is limited to their initial contribution of at least € 25,000.00
  • - A managing director serves as the company’s representative
  • - Equally suited to small enterprises, medium-sized family companies, or even large enterprises
  • - Benefits of a company in Central Europe
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Name check + + +
Company incorporation
+ + +
  • Name check and approval
  • Filling incorporation documents with the Registrar of Companies
  • A standard set of original corporate documents
  • Payment of the government fee
  • Provision of registered agent and registered address for one year
Local secretary + + +
Government fees + + +
Registered office for 1 year + + +
Delivery of original documents - + +
Apostilled documents
- + +
  • If applying for a corporate bank account, you will need to order a full set of apostilled company documents when the account is opened outside of the country of Company.
Nominee director and shareholder
- - +
  • This service is required if you do not want your name to appear in the corporate documents or in the government registry. For this purpose, we will appoint another person or entity that will act on your behalf and for your interests and benefit. Such a relationship will be legally based on Power of Attorney and Trust Declaration. Despite Power of Attorney not being publicly available, such service does not guarantee 100% confidentiality. In case of request from public authorities the information about actual beneficial owner may be disclosed.
Total amount:
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Facts & Info for Limited Liability GmbH in Germany

Company
Services
Requirements

General information

Company structure

  • At least one or more Managing Director who may also be shareholders
  • Maximum of three shareholders

Taxation

  • The average tax burden is 30%
  • 0.8% solidarity surcharge (5.5% on corporate tax)
  • The median rate in Germany is approximately 14% business tax — depending on location, business taxes can be higher or lower

  • 15% corporate tax

Accounting requirements

Annual Returns or Audited accounts are not required to be filed with the authorities. However, it is necessary for the companies to maintain financial records that reflect the company’s financial situation.

Secretary

Not Required

Registered Agent

Required

Registered office

Required

Company name

  • Any name that is identical to or similar to an existing company is restricted.

Incorporation

  • Check with the Chamber of Industry and Commerce that the company is unique
  • Draft the company agreement
  • Notarization of all founding documents for banks, the internal revenue office, etc.
  • Open a bank account for the business, remit the stock capital
  • Register the GmbH with the municipal trade office
  • Request a tax identification number from the tax office/authorities
  • Have the notary register the company

Please provide us with the following documents and data:

 Incorporation

  • Data on the company director and the board members (forenames, surnames, identification numbers, dates of birth, residence addresses and passports copies)
  • Data on the establisher of the company (in the case of the establisher being the legal person (company) - extract from Center of Registers on the company
  • A notarized copy of valid passport (of each Shareholder, Director, Beneficial Owner, Authorized Signatory)
  • A copy of proof of residential address (ex. utility bill of each  Shareholder, Director, Beneficial Owner, Authorized Signatory that is  not older than 3 months) in English
  • Optional: A notarized copy of Bank reference (of each Shareholder, Director, Beneficial Owner, Authorized Signatory)
  • Optional: CV (of each Director and Shareholder)

N.B.

  • If Shareholders and/or directors are legal persons, then it is required to submit full set of apostilled company documents and a valid certificate of Good Standing.
  • If documents are not in English language or language of particular country, then they must be accompanied by a notarized translation.