Establishing a Company in Germany
Establishing a Company in Germany, Are you considering establishing a branch of your company in Turkey and expanding your operations to Europe? Would you like to be informed about the incentives provided by the German government for your company? We are by your side with our team of experts. In this article, we would like to provide an overview of how to establish a limited liability company in Germany.
To establish a limited liability company in Germany, it is requisite to create a written articles of association. This agreement is formalized in the form of a notarial deed. The agreement must include the company’s name, assets, scope of activities, corporate headquarters, amount of share capital, the capital contributions to be made by each partner, and the total share capital. If you intend to establish a limited liability company in Germany for a limited duration, this must also be stipulated in the articles of association. If the company’s partners have obligations toward other partners beyond the provision of capital, these obligations must be recorded in the articles of association. The share capital must be at least 25,000 Euros, and the share capital contribution of each partner must be at least 100 Euros.
The notary public formalizes the articles of association and certifies the registration of the limited company in the commercial register. It is imperative that the person who will be the company director is present in person at the time of the execution of the official document by the notary. The notary submits the application, including the documents expressly listed in Article 8 of the German Limited Liability Companies Act, to the competent local court. The local court obtains the opinion of an expert as declared by the competent chamber of commerce and industry. If it concerns a craft business, an opinion is also obtained from the chamber of crafts.
Regarding operating permits for companies: Operating permits must essentially be present along with the relevant documents for the permit in accordance with German Limited Liability Companies Act Art. 8/1, sec. 6 when applying. Otherwise, it is not possible to grant a permit to a legal entity that does not exist. As a rule, this problem can be solved by the authorities granting the permit by providing direct notification until registration is made in the commercial register. In case of doubt, the competent local court informs the applicant directly or through the notary and offers solutions.
Once the procedures and documents are completed, the company is registered in the commercial register. After this stage, there are reporting obligations to certain authorities (e.g., Public Order Office or Municipal Administration). Typically, the company is established within 4 to 6 weeks from the sending of the relevant documents from the notary to the local court.
On the commercial letters of the limited company, the registered company information in the commercial register, legal form, company headquarters, the registry court where the company and headquarters are registered, and the registration number, as well as the full names of all company directors, and the chairman of the supervisory board can also be included. Additionally, an opening balance sheet is prepared at the tax office for the limited company.
Foreign citizens and company directors can establish a limited liability company in Germany without the need for special permission or can join an established limited liability company. Some registry courts require permanent residency permits for company directors from countries that require visas. Company directors commit in writing that they will not act contrary to their intentions to establish a company under any circumstances (e.g., bankruptcy crime or workplace prohibition) and that they will not violate their obligations to provide unlimited information before the court.
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