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Founding a company in Germany: €9600, 152 days and I still can't send an invoice

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Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#261

Post by thomas-skowron »

lnsru wrote: post #19

I am an electrician. Got my certification done with Handwerkskammer, went to the city hall, registered my company and filled online form rejecting the option with VAT number since all my clients are in greater Munich area. Same path could be chosen with VAT number. Ranting about choosing most complex business form and having no money for a consultant is not adequate in my eyes. Btw I am always liable as electrician (…

> Btw I am always liable as electrician (since it is dangerous) and can’t hide behind limited liability company in Germany.

Under some circumstances you can be held liable through a GmbH, but not generally speaking.

> rejecting the option with VAT number

Means you are planning to run a small business (making less than minimum wage on a yearly basis), also you are opting out of Vorsteuerabzug. Anyone that wants to live off their business needs VAT. And that is given by Bundeszentralamt für Steuern and the wait times are often excruciating.

Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#262

Post by InsideOutSanta »

tomschwiha wrote: post #213
preya2k wrote: post #98

Earlier quoted context omitted.

Yes, can confirm. You can start a GmbH with exactly half of it (12.500€). And the money does NOT need to stay locked on the bank account. You can spend it for company purposes (but NOT for founder wages).

Founder wage is a company purpose, else it wouldn't be allowed. Its not your personal money anymore once deposited into the companies account.

Yes, afaik you can pay out founder wages with Stammkapital.

However, it has to be actual wages, i.e., the founder has to do work in return for a salary, and the salary has to be reasonable. You can't just have the GmbH pay you back the money you put into the company. There are also other limitations (https://dejure.org/gesetze/GmbHG/30.html), but that's the main one.

Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#263

Post by hetspookjee »

puszczyk wrote: post #190
rob74 wrote: post #165

> Which leaves the only real question. Why 25,000 at all? It is my company and my risk. If I want to start with nothing, that is my call, not a toll the state collects before it will let me try. And the cheap door has a price of its own: to some clients, “UG” reads as “not serious,” and they would rather deal with a GmbH. The structure built to let me in quietly marks me for using it. The 25,000 is there to make sure…

You are right, of course, but in most jurisdictions the limit is lower than 25k EUR (e.g. in PL it's 5k PLN ~ 1.2k EUR; I believe in the UK it's even less), and you can trivially look up the capital of any business in the business registry online --> you can decide if you are dealing with a multi-million behemoth or a mom-and-pop shop.

Used to be 16k in the Netherlands and now is barely anything. 1.20euro is common with 120 shares at 1ct nominal.

Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#264

Post by notpushkin »

metadat wrote: post #243
notpushkin wrote: post #232

Earlier quoted context omitted.

You can open an Estonian company with 0.01 € capital. It will look ridiculous in the registry, and you will still be liable for the remaining 2499.99 € personally anyway, but it is possible. I’ve seen a couple 100 € companies, which is more reasonable I guess. You can also declare that you’ve paid the capital in, without any proof required for small amounts (up to 50k € IIRC). If you lie about it, I suppose you’ll be…

Then it’s not an LLC, though. Personal assets exposed.

Up to 2500 €.

You could put in 2500 € in capital – then your personal exposure will be zero. In practice, I don’t think it’s a meaningful difference, you will just have to keep the whole 2500 € on the company balance by the end of each FY. (Unless you wanna deal with non-monetary contributions!)

If you put in 500 €, you’re liable for 2000 € personally, but you don’t have to keep them for your annual report. (It also means your company looks a bit riskier, since you might not have the 2000 € personally, so you might have trouble getting credit or whatever, but otherwise I don’t think it’s a big deal.)

---

Edit: to the author: you should really look into Estonia (or any other sane jurisdiction mentioned elsewhere in the thread). You can still set up a KG (or a sole proprietorship), then put an Estonian OÜ in front of it. Costs something like 300 €, can be done online (you’ll probably need an e-residency card, an Estonian e-signature thing for foreigners, which is another ~150 €). Annual reports are fairly easy if you keep your books properly. And you’ll need an address in Estonea which is also like 125 €/yr. No additional taxes most likely (but check with a real accountant).

Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#265

Post by arethuza »

amiga386 wrote: post #245
arethuza wrote: post #180

Earlier quoted context omitted.

When I co-founded a company in the UK in 1995 there were two £1 shares - one for each founder. Mind you it was an off the shelf company - but the process couldn't really be much simpler back then - and its probably a lot simpler now.

For a limited company in the UK, you need a number of pieces of legal paperwork which I think you can technically write yourself but may prefer a solicitor to draft them correctly for you, and then you pay £100 to register the company, and you (and any other directors, shareholders or guarantors) capitalise the company yourself. You are now limited in liability for what the company does, to no more than the capital y…

If you buy and off the shelf company then you don't need any of that - they supply a pile of stuff (e.g. articles of association) and you don't need a solicitor to be involved.

Edit: And these days you don't even need two people - used to be that you needed two directors or director and company secretary.

Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#266

Post by barrenko »

fakedang wrote: post #217
ExpertAdvisor01 wrote: post #157

Earlier quoted context omitted.

Don't incorporate somewhere else it will only lead to disaster. The company will end up being German tax resident anyways due to management and control being in Germany as you live in Germany . Then you have to be compliant in 2 jurisdictions (file forms/balance sheets in both countries etc..) and worst case you could become subject to double taxation (if there is no agreement). The optimal solution is just to leave…

Can't you just incorporate a Wyoming LLC (zero corporate tax + federal tax because you're non-resident in the US) then just open a Wise account? Wyoming LLC gives passthrough taxation, and because you're in Germany, you'll be subject to German corporate and personal taxes alone, I presume? Edit: changed from just personal tax to personal+corporate

Bookmarking for my personal posterity.

Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#267

Post by bildung »

ExoticPearTree wrote: post #55
lnsru wrote: post #19

I am an electrician. Got my certification done with Handwerkskammer, went to the city hall, registered my company and filled online form rejecting the option with VAT number since all my clients are in greater Munich area. Same path could be chosen with VAT number. Ranting about choosing most complex business form and having no money for a consultant is not adequate in my eyes. Btw I am always liable as electrician (…

> Ranting about choosing most complex business form and having no money for a consultant is not adequate in my eyes. You shouldn't need a consultant to open a company. Should be a form and that's it. Maybe an accountant to certify your books, but that's it.

And you really don't have to. I just went to one a single meeting, signed a single piece of paper, paid 60€ (probably still <100€ these days) and was done with it. But as GP already alluded to: I didn't choose the structure that is very well known to be the complicated one.

Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#268

Post by petesergeant »

metadat wrote: post #243
notpushkin wrote: post #232

Earlier quoted context omitted.

You can open an Estonian company with 0.01 € capital. It will look ridiculous in the registry, and you will still be liable for the remaining 2499.99 € personally anyway, but it is possible. I’ve seen a couple 100 € companies, which is more reasonable I guess. You can also declare that you’ve paid the capital in, without any proof required for small amounts (up to 50k € IIRC). If you lie about it, I suppose you’ll be…

Then it’s not an LLC, though. Personal assets exposed.

Still a limited-liability company. "You might be personally liable for up to €2,499.99" is not anything like the same as "your personal assets are exposed to all company debts".

Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#269

Post by weird-eye-issue »

earcar wrote: post #155
weinzierl wrote: post #126

Not to defend German bureaucracy but if you are serious and want results this is not how you do it. If you want a GmbH quickly there are specialized lawyers that maintain a pool of freshly founded GmbH's for you to buy. Everything is set up for you to start. If you don't like certain things like the company name, you can always change it later. That being said, I know plenty of people who founded their GmbH themselve…

> there are specialized lawyers that maintain a pool of freshly founded GmbH's for you to buy It doesn't sound easy nor cheap to buy a company and change the company name. UG & Co. KG has a couple of advantages and while it did add some money and time to the table, it doesn't change the story. Notaries in the US are the price of a dinner. Many people have waited up to 6 months to receive their VAT ID from Berlin.

They never said cheap, they said quickly.

Re: Founding a company in Germany: €9600, 152 days and I still can't send an invoice

#270

Post by tga »

rob74 wrote: post #165

> Which leaves the only real question. Why 25,000 at all? It is my company and my risk. If I want to start with nothing, that is my call, not a toll the state collects before it will let me try. And the cheap door has a price of its own: to some clients, “UG” reads as “not serious,” and they would rather deal with a GmbH. The structure built to let me in quietly marks me for using it. The 25,000 is there to make sure…

You call €25k liability? I just decided I won't work with a company that can't cover €25M in liability. Should the state force you to block that in your bank account just in case you want to work with me?
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