Gesellschaftsrecht

How much does it cost to set up a limited liability company (GmbH)?

Felix Gerlach

7. May 2024

Starting a limited liability company (LLC) is a big deal for a lot of entrepreneurs and businesses. But how much does it cost to start an LLC? In this article, we'll go over the different costs that come with starting an LLC.

What does it cost to set up a Gmbh

How much does it cost to set up a limited liability company (GmbH)?

The costs of setting up a limited liability company (GmbH) depend on various factors. These include the required share capital, notary fees, commercial register fees, and any consulting fees. The minimum share capital for a GmbH in Germany is €25,000, of which €12,500 must be paid in at the time of incorporation.

Notary fees are incurred for the notarization of the articles of association and other documents. The notary is responsible for the formal registration of the company and ensures that all legal requirements are met. The fees are based on the German Notary Fees Act (GNotKG) and may vary depending on the scope of the founding documents.

The commercial register fees cover the costs of registering the GmbH in the commercial register. This is a mandatory step in order to make the formation official. The fees are calculated according to the commercial register fee schedule and are usually between €100 and €200.

New: Beglaubigt.de offers complete process support: Establish a limited liability company with beglaubigt.de

In addition to these basic costs for establishing a limited liability company, additional consulting costs may be incurred. Many founders turn to lawyers or tax advisors to ensure that the articles of association are legally compliant and that all tax aspects are taken into account. These consulting costs are individual and depend on the scope of services.

In some cases, start-up advice from government or private agencies can also be sought. These consultations are often free of charge or discounted, but do not offer the same scope as professional legal or tax advice.

Another factor that can influence costs is the number of shareholders. If several people are involved, this can increase the amount of documentation required and thus also increase costs.

The costs of setting up a limited liability company (GmbH) can therefore vary, but the components described above are the most important ones to consider. The exact amount depends on individual decisions and the requirements of the founder.

beglaubigt.de provides assistance with all notarial matters during the formation process. We will arrange an online appointment for you with a suitable notary in your area. This saves you time and allows you to focus on other important aspects of forming your limited liability company.

Legal requirements and start-up costs

When establishing a limited liability company (GmbH), certain legal requirements must be met. These requirements have a significant impact on the costs and the establishment process.

First, the articles of association are required. They regulate the internal processes and structures of the GmbH. This contract must be notarized in accordance with Section 2 of the GmbH Act (GmbHG). The notary fees for notarization depend on the value of the transaction and other factors.

To be entered in the commercial register, the GmbH must submit certain documents, including the notarized articles of association and a list of shareholders. The fees for registration are specified in the Commercial Register Ordinance (HRV). The entry makes the GmbH official and legally valid.

The establishment of a limited liability company also requires a business address. This must generally be a physical location and cannot simply be a PO box address. The costs of renting an office or similar facility are part of the start-up costs, but can vary greatly.

In addition, a managing director must be appointed who is responsible for managing the GmbH. This can be an external or internal candidate, who is specified in the articles of association. The appointment of the managing director requires further notarization, which incurs additional costs.

The start-up costs can also be affected by additional license fees. Depending on the type of company and industry, special permits or licenses may be required. These requirements vary and can increase the cost of setting up a limited liability company (GmbH).

The process of establishing a limited liability company (GmbH) is therefore complex and involves several steps. Each step entails specific costs and legal requirements. Founders are advised to obtain detailed information in advance and, if necessary, seek professional advice.

You can find out more about registering with the commercial register when setting up a company here: Commercial register registration for start-ups

How much money do you need to start a limited liability company (GmbH)?

The start-up costs for a limited liability company (GmbH) consist of various components. The minimum share capital required by law is €25,000. Of this amount, at least €12,500 must be paid in at the time of incorporation, in accordance with Section 5 of the German Limited Liability Companies Act (GmbHG).

In addition to the minimum share capital, there are additional costs associated with setting up a limited liability company (GmbH). These can vary depending on various factors such as location, industry, or number of shareholders. Here are some of the main cost factors:

  • Notary fees: These arise from the notarization of the articles of association and other documents. The fees are set out in the Notary Fees Act (GNotKG) and are based on the value of the transaction.
  • Commercial register fees: Registration of the GmbH in the commercial register is mandatory. The fees for this vary, but are usually between €100 and €200.
  • Consulting costs: Many founders consult lawyers or tax advisors to ensure legal and tax compliance. The costs for these services can vary greatly.

Other possible costs include start-up consulting, business address and certification of managing directors. Some founders also decide to take out insurance to cover risks, which can also incur additional costs.

The total cost of setting up a limited liability company (GmbH) therefore depends on many factors. While the minimum share capital is a basic requirement, other costs can vary and should be carefully examined to avoid surprises.

Can you set up a limited liability company (GmbH) with €12,500?

Yes, a limited liability company (GmbH) can be founded with a capital contribution of €12,500. This is the minimum amount required by law. According to Section 5 (1) of the German Limited Liability Companies Act (GmbHG), the minimum share capital for a GmbH is €25,000. However, only 50% of this amount, i.e. €12,500, must be paid in as start-up capital when the company is founded.

The remaining amount of €12,500 can be paid in over time, which gives founders a certain degree of flexibility. However, this also means that the GmbH bears a higher financial risk until the share capital has been paid in full. Creditors can demand the missing amount from the company if it encounters financial difficulties.

This regulation offers some relief for founders, as they do not have to raise the entire minimum share capital at once. However, founders should be aware that a partial payment of the share capital also entails a certain amount of responsibility and obligation. The managing director is responsible for ensuring that the remaining capital is raised over time.

In addition to the €12,500 for the share capital, there are other costs associated with setting up a limited liability company (GmbH). These include notary fees, commercial register fees, and possibly consulting fees. These costs are not included in the share capital and must be taken into account separately.

It is therefore possible to establish a limited liability company (GmbH) with €12,500, but it is advisable to be aware of the associated obligations and additional costs. Thorough planning and accurate budgeting are crucial to ensure that the company is on a solid financial footing.

The following article may also be of interest to you: Checklist for starting a business

Can you start a limited liability company (GmbH) with just 1 euro?

It is not possible to establish a limited liability company (GmbH) with only one euro in Germany. According to Section 5 (1) of the German Limited Liability Companies Act (GmbHG), the minimum share capital for a GmbH is 25,000 euros. To establish a GmbH, at least 12,500 euros must be paid in as capital.

The idea of founding a limited liability company (GmbH) with €1 is based on concepts from other countries, such as the limited liability company (LLC) in the United Kingdom, where it is possible to found a company with a symbolic amount. In Germany, however, there is a stricter capital requirement regime in place, which serves to protect creditors and business partners from financial risks.

An alternative model in Germany is the entrepreneurial company (UG), also known as a mini-GmbH or "UG (limited liability)". With a UG, it is possible to start a business with less start-up capital than with a GmbH. The minimum share capital for founding a UG is only €1. However, this type of company is subject to certain restrictions and must, for example, pay part of its profits into capital reserves each year until the share capital reaches the level of a GmbH.

It is therefore not possible to establish a limited liability company (GmbH) with only one euro.

Capital requirements in Germany are set in such a way as to ensure that companies have a sufficient financial basis. However, anyone wishing to set up a company with little capital can fall back on the UG, but should be aware of the specific requirements and restrictions.

In the case of a GmbH formation, at least €12,500 must be paid in, while the remaining €12,500 can follow over time. This structure ensures a certain degree of financial stability, which is necessary to guarantee the credibility of the GmbH and minimize potential risks for creditors.

If you would like to learn more about the financial requirements for establishing a limited liability company (GmbH), please refer to the following article: Costs of establishing a limited liability company (GmbH)

What are the costs involved in setting up a limited liability company (GmbH)?

The costs of setting up a limited liability company (GmbH) consist of several components. Some of these are fixed costs, while others depend on various factors. A comprehensive overview of the most important cost items helps you to better plan your budget for setting up the company.

1. Share capital - The minimum share capital required by law is €25,000, of which at least €12,500 must be paid in at the time of incorporation. This contribution forms the financial foundation of the GmbH and serves as security for creditors in accordance with Section 5 of the German Limited Liability Companies Act (GmbHG).

2. Notary fees - Notarization of the articles of association and other necessary documents is a mandatory step. Notary fees are based on the German Notary Fees Act (GNotKG) and vary depending on the value of the transaction and the scope of the documentation.

3. Commercial register fees - Fees are also incurred for entering the GmbH in the commercial register. These costs are specified in the Commercial Register Ordinance (HRV) and can range from 100 to 200 euros, depending on the scope of the entry. The entry is necessary to make the GmbH official.

4. Consulting costs - Many founders seek the help of lawyers or tax advisors to clarify legal and tax issues. These consulting costs vary depending on the individual and the scope of the service.

5. Additional costs - In addition to the costs already mentioned, there are often other expenses that may arise when establishing a limited liability company (GmbH):

  • Business address: A physical address is required, and the cost of renting or purchasing one can vary significantly.
  • Certification of managing director: The appointment of a managing director requires notarization, which incurs additional costs.
  • License fees: Depending on the industry, special permits or licenses may be required.

These cost factors show that the costs of establishing a limited liability company (GmbH) depend on various factors. It is advisable to consider all aspects in advance to ensure realistic budget planning.

What role do notaries play in the formation of a limited liability company (GmbH)?

Notaries play a central role in the formation of a limited liability company (GmbH). They are responsible for notarizing the articles of association and other legally relevant documents. This step is required by law and is crucial for the legal validity of the GmbH formation in accordance with § 2 GmbHG.

The articles of association are the core element of any GmbH formation. They contain essential information such as the purpose of the company, the number of shareholders, and the distribution of shares. The notary ensures that the agreement complies with legal requirements and is formulated correctly in legal terms. Notarization is necessary to make the agreement legally binding.

In addition to the articles of association, notaries must also carry out the commercial register registration. This registration is necessary in order to officially register the LLC and have it legally recognized. The notary handles communication with the commercial register and ensures that all necessary documents are submitted correctly and on time.

However, the role of the notary goes beyond mere notarization. Notaries also advise founders on legal issues and help prepare the necessary documents. They offer legal expertise to ensure that all aspects of the formation are carried out properly.

Notary fees are a significant part of the costs involved in setting up a limited liability company (GmbH). These fees are based on the German Notary Fees Act (GNotKG) and can vary depending on the scope of the documents to be notarized. Founders should therefore take notary fees into account when planning their start-up budget.

Notaries therefore play an indispensable role in the formation of a limited liability company (GmbH). They ensure legal certainty and that the formation complies with applicable laws. Without notarization, the formation of a limited liability company would not be legally valid, which underscores the importance of the notary in the formation process.

If you would like to use the services of beglaubigt.de to set up your limited liability company (GmbH), you can send us an enquiry at any time. We will then take care of your notary appointment, giving you one less thing to worry about. If you have any questions, please feel free to contact us.

How can you optimize the costs of setting up a limited liability company (GmbH)?

The costs of setting up a limited liability company (GmbH) can vary considerably. Fortunately, there are several strategies for reducing costs and making the setup process more efficient. Below are some measures that can help optimize costs.

1. Choice of a simple partnership agreement

The notarization of the articles of association is a crucial part of establishing a limited liability company (GmbH). A simplified contract with standardized clauses can reduce notary fees. Complex contracts increase the fees, as the notary requires more time and effort for notarization.

2. Benefits of government advisory services

Many states and municipalities offer free or low-cost consulting services for entrepreneurs. These can help reduce expenses for legal and tax advice. Visiting such consulting centers can provide valuable tips and contacts for the start-up process.

3. Comparison of notary fees

The fees for notarial services can vary. It is advisable to compare notary fees in order to obtain the best value for money. The Schedule of Fees for Notaries (GNotKG) provides information about the underlying cost structures.

4. Save money on your business address

Choosing a cost-effective business address can result in significant savings. For example, founders can rent an office in a shared space or use a virtual office. This reduces rent and other associated costs.

5. Be careful with consulting costs

Although legal and tax advice is often necessary, the costs can quickly add up. A clear budget and detailed agreements with advisors help to avoid unexpected expenses. Founders should also check what services are included in the consulting packages to avoid cost traps.

Implementing these strategies can significantly reduce start-up costs. A well-planned approach that takes the above measures into account enables a more efficient and cost-effective establishment of a limited liability company (GmbH).

If you would like to complete as much of the process of establishing your limited liability company (GmbH) online as possible, you may find the following article interesting: The digital notary for Germany – establishing a GmbH or UG online

Fazit

Establishing a limited liability company (LLC) is a significant step for entrepreneurs and businesses. The associated costs can be considerable, but with the right planning, they can be optimized. In this article, we have highlighted the key aspects of start-up costs and shown that these consist of several components, including minimum share capital, notary fees, commercial register fees, and consulting costs.

It is possible to establish a limited liability company (GmbH) with a share capital of €12,500, whereby the remaining amount can be paid in later. However, it is not permissible to establish a limited liability company (GmbH) with €1 in Germany, as the minimum share capital is prescribed by law.

We also discussed the ongoing annual costs of a limited liability company (GmbH), including accounting and tax consulting fees, insurance costs, administrative costs, and contributions to the Chamber of Industry and Commerce (IHK). These expenses must be taken into account when planning your budget.

Notaries play an essential role in the formation of a limited liability company (GmbH), as they are responsible for notarizing the articles of association and other documents. In addition, they provide legal advice and ensure proper registration in the commercial register.

In order to optimize start-up costs, we have outlined several strategies, such as utilizing government advisory services, choosing a cost-effective business address, and comparing notary fees. These approaches can help reduce start-up costs and make the start-up process more efficient.

Overall, this article provides a comprehensive overview of the costs and requirements involved in setting up a limited liability company (GmbH). With knowledge of these aspects, founders can make informed decisions and successfully build their businesses.

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