Setting up a GmbH in Germany

Wanting to cater to the impatient foreign investor, my fees are all-inclusive! This simply means that you only pay me and I take care of paying everyone else -- a great relief for you already. You will not have to question the legitimacy of any invoice. 

Introduction

If you are a foreign investor and you want to open a German company, you have a broad spectrum of options. The most common legal form for bigger businesses is a German limited liability company or with its German acronym “GmbH”. A “Gesellschaft mit beschränkter Haftung” offers a simple structure typically designed for private companies.

Requirements

  • The minimum share capital for a GmbH is € 25,000 (€ 12,500 have to be paid-up at founding – as a minimum).
  • The minimum number of shareholders is one.
  • A physical address is required. (A virtual office is only acceptable with a physical address here). I can assist in finding a virtual office for almost any location in Germany.
  • Description of the line of business.
  • The establishment of a new GmbH requires:
  • the notarization of the articles of association. I will supply though standard but also very future friendly articles of association.
  • plus appointment of the first managing director(s),
  • the application to the commercial register
  • The shareholder (or his representative, based on a notarized power of attorney) has to sign before a German notary a (short) deed on the incorporation, including the articles of association and the appointment of one or several managing director(s).
  • The new managing director(s) has/have to then open a bank account. Having several contacts to different banks, I can introduce you to them. Virtually all German banks require the personal appearance of the founder to open a bank account. If it is inconvenient for you to visit Germany –  just to open a bank account – we might still have a solution. Though it belongs to my services to introduce you to my contacts, I cannot guarantee that they will open an account for you.
  • The new managing director(s) has/have to then fund the account with at least € 12,500 (= half of the company stock),
  • Thereafter the notary will apply with the commercial registry (including several statements, e.g. the confirmation that the stated capital has been paid to a bank account of the new company, and that an instruction by a German notary has taken place, etc.

After the incorporation, the company has to be registered at least at

  • tax office (incl. VAT ID),
  • trade office,
  • depending on line of business maybe also other offices,

 

Founding Services

The scope of services below is for a standard set-up. Standard implies that no special wishes are to be considered. The provided set-up will be permissible – guaranteed. When you are in hurry, decide to change details later, or buy a ready-made company. You can always change the structure of your company at any time.

  • Company formation:
    • notary,
    • Commercial Registry,
    • providing a checklist for all required documentation (incl. hints how they need to be prepared),
    • double-checking provided documentation,
    • drafting articles of association,
    • organizing notary and accompanying you to the notary if not given sufficient power of attorney,
    • bank introduction: preparing the opening and accompanying you to an appointment if remote identification is not possible – for up to two banks,
    • covering fees for
  • Registration services:
    • Normal processing will be accomplished by physical mail correspondence and includes all office fees.
    • Urgent processing will be accomplished by acquiring appointment with notary within four days and visiting the Commercial Registry one day after submission by notary to pay for registration fees. Registering of the company at the Trade Office will be done on the next days after entry by personally visiting the office. The time difference to normal processing will be about one or two days.

  N.B. Consultation, i.e. discussing if GmbH is the right form or not, any tax implications, anything at all,
is not included in this price!

When interested, please arrange a consultation prior to founding.

Fees

Please understand that I would love to serve your personal needs and therefore crave to know what you need more or what you do not need from the described services above. This also means I would be willing to quote you a lower price when you need less services. Please expect a corporate surcharge of € 300 per founding company in order to meet the extended documentation needs. 

Urgent processing for formation and registration: doubles the price. But in regard to urgent processing, please consider if it might not make more sense to buy a ready-made company from my associate Beam my Presence to Germany UG.

Timescales

  • The company can be set up in 3 - 6 weeks upon receipt of all documentation.
  • Company can operate after visiting the notary and signing the documents in front of him.
  • Company will be entered into commercial registry about 2 - 3 weeks after filing by notary.
  • When you do not wish to come to Germany, then you can found it and usually also open an account remotely.

 

While founding your company, do consider if you can use a virtual office in Berlin.

Beam my Presence to Germany UG (limited liability) is my associate in providing virtual offices and registered addresses for your GmbH or UG or a representation in Germany. 

 

Virtual Office

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