REQUEST A QUOTATION
The Federal Republic of Germany lies in the centre of
Europe and borders the Netherlands, Belgium, Luxembourg,
France, Austria, Switzerland, Denmark, Poland and the Czech
and Slovak Republics. It covers an area of 357,000 square
kilometres. The capital is Berlin. Other major cities are
Hamburg, Munich, Frankfurt, Stuttgart and Cologne.
Germany's population is approximately 82.5 million. About
80% of the population live in cities and Berlin has approx.
3.5 million inhabitants.
The Republic of Germany is officially headed by the
President. The Federal Parliament consists of two Chambers,
the Lower Chamber (Bundestag), which is directly elected by
the German electorate on the basis of proportional
representation and the Upper Chamber (Bundesrat) consisting
of delegates from the individual states. The Chancellor is
elected by the Bundestag. The Federal Republic is divided
into 16 states (Bundesländer), each with its own parliament
and government, acting fairly independently, managing their
own local affairs including education. The legal system is
based on written law promulgated in Acts of Parliament. The
ultimate legal source is the "Basic Law" (Grundgesetz) or
Germany is a member in the EU and has close connections
to other institutions such as EFTA and OECD.
Germany is one of the major industrial nations and manufacturing still
accounts for almost half of the GNP.
The main industries are chemicals, automobile, data processing and electrical
GDP growth is expected to increase to 2.8% in 2007. Germany has had a fairly
high unemployment, presently around 9 - 10%; the per Capita GDP is €26.388.
German is the official language.
German Code of Corporate Governance issued by the Federal Ministry of Justice.
Public Commercial Registers (Handelsregister) are decentralized in Germany, with the information on corporations available in the local register in the region where the company has its legal seat.
Once a name has been cleared the formation document has
to be drawn up, recorded by a German Notary and be signed by
all founder members. The company must be registered in the
Commercial Register at the county court. The registration
document for an AG must include confirmation from the
Directors that the minimum share capital has been paid up
and an opening balance sheet. In addition, proof has to be
made to the Registry that in case of an AG, the Board of
Directors can dispose of the capital without restrictions;
respectively the Geschäftsführer (Manager) for a GmbH and
that the capital has in fact been paid up.
Certain restrictions apply to areas such as those that
affect public safety, public transport, banking and
A company has all the powers of an individual.
In principle, yes, but rarely used.
Approximately one month, however also depends on the
A company name should not already be in existence
otherwise any name is possible, must no longer indicate the
business activity. Competition law may have to be
considered. Nothing should be added to the name, which may
deceive the public as to the size of the business. The
suffix must be added to the name.
Names like banking, insurance and re-insurance, financial services.
GmbH for Limited Company
AG for Joint-Stock Company
Generally there is no requirement to disclose the ultimate beneficial owner.
GmbH: €25,000 with a minimum of 25% paid up. Capital may
be paid up in cash or in kind.
AG: €50,000 divided into ordinary shares of equal nominal value of at least €1 fully paid up.
Registered shares and preference share with or without
German tax law is based on the Basic Law (Grundgesetz),
every German tax is regulated by a statute and there are
presently 30 statutes in being. The German tax system levies
direct taxes on income and on net worth.
Types of taxes are: Corporation Tax, Personal Income Tax, Municipal trade tax
on income, withholding taxes on dividends, rental, royalties, fees, interest,
and church tax and VAT.
There is no special capital gains tax.
Germany has an extensive treaty network with all Western
European nations, most Eastern European countries and many
others worldwide such as Australia, Brazil, China, India,
Japan, and the US. Most treaties follow the OECD model.
All companies, including branches must submit an annual
return with balance sheet and profit and loss account,
including returns for the Federal Corporate Tax, the
Municipal Trade tax, net worth tax.
Whilst small companies can file abbreviated accounts within six months of
their year-end, medium and large corporations must prepare their financial
statements and an annual business report within three months of their year-end.
Accounts must be in the German language and in Euro currency. All companies
apart from small sized companies (including small AG's) must be audited.
GmbH must have a minimum of one manager who can be owner
at the same time.
AG's can have only one Director, but needs a minimum of two if the capital
exceeds DM 3 million. The Director (Vorstandsvorsitzender) can also be owner at
the same time.
AG's must also have a Supervisory Board and has a minimum of three members.
Depending on the size of a corporation the Supervisory Board may have to have
GmbH: one member.
AG: one founder member.
German law does not recognize the concept of Common Law Trust.
Information Downloads & Order Forms
A bespoke 'offshore' solution can be complex and requires careful planning and execution. We therefore encourage our clients to contact us directly, without obligation, for a Free Initial Consultation.
Our experienced consultants will gladly assist with advice on how to approach your particular challenge.
To make contact with a consultant at one of our offices who speaks your language, click here for a full list of our office contact details.