Germany

Starting a Business in

Germany

Below is a detailed summary of the bureaucratic and legal hurdles faced by entrepreneurs wishing to incorporate and register a new firm in Germany. It examines the procedures, time and cost involved in launching a commercial or industrial firm with up to 50 employees and start-up capital of 10 times the economy's per-capita gross national income.

This information was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 189 economies. The most recent round of data collection was completed in June 2013.

Compare Germany to 188 other economies.

  • Standardized Company

  • Legal Form: Unternehmergesellschaft (haftungsbeschränkt). The team understands that this is not the most common company type (GmbH-Gesellschaft mit beschränkter Haftung) but the UG is the company with the lowest paid-in minimum capital requirement.
  • Paid in Minimum Capital Requirement: EUR 1
  • City: Berlin
No. Procedure Time to Complete Associated Costs
1 Obtain the company’s name at the local chamber of industry and commerce

Entrepreneurs need to obtain the company’s name at the Berlin Chamber of Industry and Commerce
Less than one day (online procedure) no charge
2 Notarize the articles of association and memorandum of association

The fees depend on value of the share capital, with a basic 10/10 fee calculated as follows:
• Up to EUR 1,000 of share capital: fee is EUR 10.
• From EUR 1,000 to EUR 5,000 of share capital: fee of EUR 8 is added for each EUR 1,000 of share capital.
• From EUR 5,000 to EUR 50,000 of share capital: fees of EUR 6 are added for each EUR 3,000 of share capital.
• From EUR 50,000 to EUR 5,000,000 of share capital: fees of EUR 15 are added for each EUR 10,000 of share capital.

Since the model company has 5 shareholders, these do not have the option of using unified sample articles (as provided for in the attachment to sec. 2 GmbHG).
If more than one shareholder is involved, the German Cost Regulation Act provides a double fee (so-called "20/10-fee" / "20/10-Gebühr"), in which the amount for a company with a share capital of 10 times the GNI per capita is EUR 1,104.


1 day EUR 1104
3 Open a bank account

In case of the UG (haftungsbeschränkt) the initial capital have to be paid in full.
1 day no charge
4 Notary public files the articles of association at the local commercial register

Applicants must submit to the Commercial Register by electronic form: (a) the notarized articles of association; (b) the deed of appointment of the directors, if not included in the articles; (c) a list of the company’s shareholders; and (d) the assurance that the statutory minimum paid-in capital has been paid in to the free disposition of the management.

Pursuant to the applicable registration laws, the Commercial Register must decide on the company’s registration without undue delay. The Commercial Register publishes the registration on a central electronic platform (www.handelsregister.de) and notifies the local Chamber of Industry and Commerce and the tax office of the new company.

Costs to file the articles of association with the local Commercial Register include the following:
• Notary fees for registration and notarize the articles and foundation agreement. No extra notary fees apply if the notarization and filing of the articles of association (by notary public) are combined. The applicable fees amount to a quarter of the fees set forth under Procedure 2 when the notary used in proc 2 differs from the one of proc 4. All amounts are plus 19% VAT. If the application for registration is notarized together with the articles of association, the notarization of the application does not trigger any additional fees.
• Registration fees with local court: EUR 150 (if in-kind capital contributions, the statutory registration fee amounts to EUR 240)

The Commercial Register notifies the local Chamber of Industry and Commerce and the tax office of the new company.

7 days EUR 150 (registration fee) + EUR 276 (application for registration)
5 Notify the local office of business and standards of the establishment of the company

Certain businesses (e.g. restaurants, brokers) must apply for a trading permit (Gewerbeerlaubnis). However, the permit does not have to be presented at the time of the registration of the GmbH / UG (haftungsbeschränkt) at the commercial register. If no such permit is required, start-up companies must simply notify the local trade office which issues a trading license (Gewerbeschein). This notification procedure also covers registration formalities with the central statistical office, the relevant chamber of industry and commerce, the local labor office, the social security and federal health insurance office.
1 day EUR 31
* 6 Register with the professional association of the relevant trade

The professional associations are carriers of occupational accident insurance. Registration must be done within a week of the founding of the business (after the notarization of the articles of association).
1 day (simultaneous with previous procedure) no charge
* 7 Notify the local labor office of the establishment of the company

The notification can be in writing and/or by phone. The Labor Office assigns an eight-digit operating number, which is needed to report social security.
1 day (simultaneous with previous procedure) no charge
* 8 Register employees for health and social insurance

The social security and federal health insurance office notifies the local labor office and the annuity insurance carrier (Deutsche Rentenversicherung Bund).The competent social security and federal health insurance office collects payment for mandatory health, unemployment, and annuity insurance.
1 day (simultaneous with previous procedure) no charge
* 9 Mail out the documentation to the Tax Office

Registration must be done within a month of the opening of the business, and not later than a month after the notarization of the articles of association. After the tax office is notified of the company’s business activity by the trade office, the tax office sends the company a questionnaire requesting the company’s business data.

1 day (simultaneous with previous procedure) no charge
* Takes place simultaneously with another procedure.

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