Explanations for the foundation of a Company in Germany

Email: dohuy78@gmail.com; Tel: 0903225075 (Mr Huy)

Most of our clients establish a Limited Liability Company in Germany (Gesellschaft mit beschränkter Haftung (GmbH) to handle the business relationships with their German/European customers and partners. The reason for this is that the Limited Liability Company provides a high reputation; on the other hand, the liability of the shareholders is limited. We have focused on the presentation of the requirements for the establishment of a Limited Liability Company.

1. Establishment of a Limited Company in Germany

1.1.   Required documents.

• Company’s name
• Scope of the business (main activity of the company)
• Personal information of the partner(s) or shareholder(s)

.           Capital of the company: MINIMUM 25.000.00 € (50% must be paid in the moment of foundation)

• Manager(s) of the company
• Place of business

1.2.   Shareholders

Any legal or natural or legal person can become a shareholder.

It should be indicated that, if one of the Shareholders is a Company which is in Vietnam, we need the official documents for registration of the Vietnamese Company.  These documents to be legalized by the German Embassy/Consulate.

1.3.   Managing Director

Requirements for the managing director:

• Natural person with business capacity
•        No specific qualifications are required
•        In the case of non-EU citizens, a residence permit may be required
•        No previous criminal convictions regarding company-related criminal offences.

The managing director can be a person who is an EU citizen or who already has a residence permit. If a person from Vietnam is nominated as Managing Director, who can operate with a business visa or apply for a residence permit (see below).

1.4.             Place of Business

Regarding the place of business, there is no limitation.

1.5.             Obligatory human resources

There is no obligation to employ a certain number of people.

1.6. Duration

The duration of the formation of the company is approximately 3 – 4 weeks.

2. Company-related issues

2.1. Company bank account

The company must open a bank account. We can help you with this.

2.2. Tax

German companies are subject to various taxes, especially income tax („Körperschaftssteuer“), industrial tax („Gewerbesteuer“), and  VAT („Umsatzsteuer“). The total tax burden of companies is around 25 – 30 % of their annual profits. Our tax advisor, who is specialized in the assistance of international investors in Germany, can assist you in your future business regarding all tax-related issues.

2.3. Legal counselling

A newly established company typically requires regular legal advice concerning company law, commercial law, labour law etc. We provide a full service based on a fixed monthly fee. The fee depends on the workload.

3. Residence Permit for the General Manager(s) who are not EU-citizens:

3.1. Regular residence permit for managing director.

if you want to apply for a residence permit for the General manager the following documents are required: 

• Two application forms complete and filled out in GERMAN language with date and signature (will be prepared by us).
• A valid passport with signature and with a validity of at least one year (passport should not be older than 10 years).
• 2 biometric passport photos
• All documents related to the new Company (will be prepared by us)
• Business Plan (will be prepared by us in cooperation with our tax advisor)
• Contract of General Manager indicating the monthly salary (prepared by us)
• Curriculum Vitae, language certificates, University Diploma
• Proof of the health insurance

3.2. Blue Card 

If a person that requires a residence permit has a university degree that is comparable to a German university degree and if a work contract is signed with a minimum salary of ca. € 4.600/month, in special cases (scientists, mathematics, engineers, doctors and IT- skilled workers) ca. 3.600/month, it is also possible to apply for a blue card. The processes are much faster.

After obtaining the residence permit it is possible to apply for a residence permit for the family of the applicant (wife/husband and minor children).

We hope these explanations could give you a better perspective regarding the legal process of establishing your company in Germany.

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