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Start a GmbH in Germany A presentation brought to you by LawyersGermany.com 1

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Page 1: Start a GmbH in Germany

Start a GmbH in Germany A presentation brought to youby LawyersGermany.com

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Page 2: Start a GmbH in Germany

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What is a GmbH in Germany?

• A GmbH is the abbreviation for Gesellschaft mit beschränkter Haftung, which refers to the German limited liability company.

• The German GmbH is the most common legal entity chosen for incorporation in Germany.

• A GmbH falls under the regulations available for commercial companies.

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Characteristics of a German GmbH >>

• The German GmbH is a separate legal entity than its shareholders and it can own assets and different types of properties.

• The GmbH in Germany can be set up by a single shareholder, who can be a foreign investor.

• The share capital of a limited liability company in Germany is established at EUR 25,000.

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>> Characteristics of a German GmbH

• It is required to deposit at least 50% of the share capital during the incorporation process.

• In order to do so, the investor will need to open a corporate bank account.

• Our lawyers in Germany can help foreign investors establish a GmbH in the country.

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Opening a German GmbH >>

• The incorporation procedure of a GmbH in Germany consists of:

drafting the articles of association;

notarize relevant documents;

register the documents at the Commercial Register Court.

• Our German lawyers can assist in drafting the company’s documents and also handle the entire company registration process.

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• Those who are interested in company formation in Germany should know that the procedure may last up to 2-3 weeks.

• The total costs of registration are estimated around EUR 800.

• It is highly recommended to receive assistance from a German lawyer.

• It is also necessary to appoint a director, who does not have to be a German citizen.

>> Opening a German GmbH

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The Articles of Incorporation in Germany • During the registration process, the

shareholders will have to sign the articles of incorporation, which contain the following data:

the company’s trading name; the company’s registered office; the object of activity; the share capital; the value of the shares; shareholder’s contributions to the

capital; provision referring to the usage of the

compulsory GmbH abbreviation.

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Register a GmbH in Germany

• A German limited liability company must be registered with the Commercial Register.

• The appointed directors will have to sign the application provided by the institution in the presence of a public notary in Germany.

• The company will be considered a legal entity following this procedure.

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Submit Documents at the Commercial Register

• In order to receive approval from the Commercial Register, the investor will need to submit the following documents:

notarized application form;

the articles of incorporation;

information on the director(s);

information on the shareholders;

shareholder’s nominal share values.

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Taxation of a GmbH in Germany

• A limited liability company in Germany is liable to taxation.

• The most important taxes are:

dividend tax;

solidarity surcharge;

trade tax;

corporate income tax.

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Business Consultancy in Germany

• Those who are interested to open a German company should take into consideration several legal and administrative aspects.

• Our German law firm can offer legal advice on many corporate aspects, such as obtaining business permits and licenses.

• Our attorneys can also perform due diligence procedures when purchasing a GmbH shelf company.

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Thank you for your attention!

• For more information please contact us at:

(+44)203-287 0408 (for international clients)

[email protected]

www.lawyersgermany.com 12