What requirements must be met to establish a GmbH?
March 2, 2023 | 80,00 EUR | answered by Daniel Netz
Dear attorney specializing in business law,
My name is Dietrich Höfer and I am currently in the process of setting up a GmbH (limited liability company). As a founder of a GmbH, I want to ensure that I meet all the necessary requirements to legally establish and operate the company.
I am currently in the planning phase and have already developed a business idea and identified potential business partners. I have conducted some initial research, but I am unsure about the specific requirements I need to meet in order to establish a GmbH in Germany.
My concern is that I may overlook important legal aspects that could lead to problems later on. Therefore, I am seeking your help to ensure that I take all the necessary steps correctly.
Could you please explain in detail the requirements I need to meet in order to establish a GmbH? What specific steps are required to legally secure the establishment? Are there any special requirements that I, as a founder, need to consider?
I thank you in advance for your support and look forward to your expert advice.
Sincerely,
Dietrich Höfer
Dear Mr. Höfer,
Thank you for your inquiry regarding the establishment of a GmbH. As a lawyer specializing in commercial law, I can explain to you in detail what requirements you need to meet in order to establish a GmbH in Germany.
First and foremost, it is important to know that the establishment of a GmbH is subject to certain formal and legal requirements. Some of the basic requirements include the founding deed, notarization of the articles of association, and registration in the commercial register. The founding deed must be signed by all shareholders and include information such as the company name, the registered office of the company, the business purpose, the amount of the share capital, and the managing directors.
Furthermore, a minimum share capital of 25,000 euros is required for the establishment of a GmbH, of which at least half must be paid in at the time of founding. It is important that the share capital is fully paid in, as this is a requirement for registration in the commercial register.
In addition, you must appoint a managing director who represents the GmbH externally and is responsible for the management. The managing director must be of legal age and legally competent. Furthermore, you must take care of the tax registration of the company by designating a tax office responsible for the taxation of the GmbH.
In summary, the key steps for establishing a GmbH are drafting the founding deed, notarizing the articles of association, paying the share capital, appointing a managing director, and registering the company for tax purposes.
I strongly recommend that you also consult with a notary to ensure that all necessary steps are carried out in accordance with the law. If you have any further questions or require professional assistance, I am at your disposal.
Sincerely,
Daniel Netz
Lawyer specializing in commercial law
