Setting up a limited liability company in Germany involves several authorities in a fixed sequence. The good news: the process has become noticeably faster in recent years — what used to take two months now typically takes three to four weeks. This guide walks you through each step in order.
GmbH or UG — which one?
Both are limited liability structures. The main difference is the minimum share capital required:
| GmbH | UG | |
|---|---|---|
| Minimum capital | €25,000 | €1 (practically: €500+) |
| Capital type | Cash or assets | Cash only |
| Profit retention | None required | 25% until you reach €25,000 |
| Perception | Established, investor-ready | Startup-friendly |
| Path forward | — | Converts to GmbH at €25,000 |
A UG makes sense if you want to start lean. A GmbH signals financial stability and is expected by some larger clients and investors. Most first-time founders in Germany start with a UG.
Step 1 — Book a notary
Every GmbH or UG formation requires a notarised deed of incorporation. There is no way around this — it is a legal requirement in Germany.
Use the standard template (Musterprotokoll). For up to three founders and one managing director with equal shares, the standard template is sufficient and significantly cheaper. If you have a more complex share structure, vesting clauses, or multiple managing directors with different authorities, you will need a custom shareholder agreement.
Costs: approximately €250–€400 for a Musterprotokoll formation. Custom agreements vary.
Finding a notary: search at notar.de. Most notaries speak enough English for a straightforward formation. Bring a valid passport.
Online formation option: several services (such as Firma.de or easyFounder) now offer partially or fully online formation for simple structures, coordinating the notary process on your behalf. These cost more but reduce the coordination effort significantly.
Step 2 — Open a bank account under “i.G.” status
Before the notary can submit your registration to the commercial register, you need to deposit your share capital into a dedicated account. While your company is being formed but not yet registered, it exists as a Gesellschaft in Gründung — abbreviated as i.G. — and you need a bank account opened specifically under that status.
Qonto is the easiest option for most founders today. It is a business neobank that supports i.G. account opening entirely online, without a branch visit. Once you deposit your capital and obtain the deposit confirmation, you pass that document to your notary. Qonto also serves as your primary business account after registration.
Traditional banks like Deutsche Bank and Commerzbank also offer i.G. accounts but typically require an in-person appointment, which can add one to two weeks to your timeline.
What you need for the i.G. account:
- Your draft articles of association or the signed notarial deed
- Valid passport for all founders
- Proof of address
Deposit the full share capital (€25,000 for GmbH, your chosen amount for UG). The bank issues a deposit confirmation letter (Einzahlungsbeleg), which goes to the notary.
Step 3 — Commercial register (Handelsregister)
Once the notary has the signed deed and the deposit confirmation, they submit the registration to the Handelsregister on your behalf. You do not deal with this directly — the notary handles the submission.
Timeline: registration typically takes one to three weeks depending on the state. Berlin and Munich have historically had longer queues; other states are often faster. Payment of the court fee (around €150 for a single-person UG) triggers processing. This step used to be the main bottleneck — it has improved but still varies.
Once registered, your company officially exists. You will receive the Handelsregisterauszug (extract from the commercial register) — keep this document, you will need it repeatedly.
Step 4 — Register at the Gewerbeamt
Most companies must register their trade with the local Gewerbeamt (trade office). This is separate from the Handelsregister registration and is done after incorporation.
Registration is available online in most cities via the relevant city portal. You will need to select a trade category:
- Industrie — manufacturing
- Handel — retail or wholesale trade
- Dienstleistungen — services
- Handwerk — skilled trades
If your activity spans categories, or if you are unsure, contact your local Gewerbeamt — they will advise. The fee is typically €20–€60.
Freiberufler (freelancers) are exempt from Gewerbeamt registration if their profession qualifies as a freier Beruf (e.g. lawyers, doctors, architects, certain IT consultants, designers). They register directly with the Finanzamt instead.
Step 5 — Get your tax number
After the Handelsregister registration, you need to register for tax purposes with your local Finanzamt. The standard approach is to submit the Fragebogen zur steuerlichen Erfassung through ELSTER (the German tax portal).
Working with a tax advisor (Steuerberater) is strongly recommended if you are not fluent in German tax law. A good Steuerberater will handle this questionnaire for you, advise on whether to opt into VAT from day one or use the Kleinunternehmer exemption (no VAT below €25,000 annual turnover), and manage all communication with the Finanzamt.
You will receive your Steuernummer (tax number) within one to two weeks. If you need a VAT ID (Umsatzsteuer-Identifikationsnummer) for EU cross-border invoicing, apply for it at the same time or shortly after via the BZSt.
For a full breakdown of German tax numbers and the new Business ID (W-IdNr.), see our guide on Germany’s business ID numbers.
Step 6 — IHK membership
Once your company is registered in the Handelsregister, you will automatically become a member of the local Industrie- und Handelskammer (IHK — Chamber of Commerce). You will receive a letter by post with your membership details and an invoice.
The annual basic fee for small companies is around €80. You cannot opt out of IHK membership.
Don’t forget: your Impressum
Any business website in Germany must include a legally compliant Impressum (legal notice). It must contain your company name and legal form, registered address, managing director’s name, Handelsregister number, and Steuernummer or USt-IdNr.
Watch out for fake fee letters. After registration, fraudulent companies send official-looking invoices for “commercial register entries” or “business directory listings.” These are not from the government. If you receive an unexpected letter you don’t recognise, have it translated before paying anything.
Timeline overview
| Step | Typical duration |
|---|---|
| Notary appointment | 1–3 days to book |
| i.G. bank account (e.g. Qonto) | 1–5 days |
| Capital deposit + bank confirmation | Same day |
| Handelsregister submission by notary | Same day after deed + deposit |
| Handelsregister processing | 1–3 weeks |
| Gewerbeamt registration | Same day (online) |
| Tax registration (Finanzamt) | 1–2 weeks for Steuernummer |
| Total | 3–5 weeks |
In Billino
Once you have your Steuernummer or USt-IdNr., add it to your sender profile in Billino. It will appear on every invoice alongside your company name and address — which is required by German law. If you are in the Kleinunternehmer phase, enable that option in your profile and Billino adds the mandatory §19 UStG note automatically.
