Updated
GL-G-06
Glossary · Structures and trusts
GmbH - a German-style limited company with a notary and share capital
01 / In 30 seconds
The short answer
- What it is
- A limited liability company in the German legal tradition
- Where it applies
- Germany, Austria, Switzerland and related jurisdictions
- Distinctive feature
- Minimum share capital and notarial execution are required
- What is required
- A director, a registered address, accounting and reporting
- An important nuance
- Registering a company does not equal the right to live in the country
02 / In plain words
What GmbH means
A GmbH is a limited liability company in the German legal tradition, used in Germany, Austria and related jurisdictions. Put simply: the local equivalent of a limited company, but with a more formalised procedure for setting it up and a stricter reporting culture.
The form has two characteristic features. The first is the requirement for minimum share capital: the amount is set by the country’s law and is paid in on formation. The second is notarial execution: the constitutional documents are certified by a notary, and this is a mandatory step, not a formality. After that the company must keep accounts and file reports under local rules.
For immigration purposes it is important to understand the boundary. Registering a company does not in itself give the right of residence. In business immigration routes the company is a tool, but what is assessed there is something else: the reality of the activity, the business plan, jobs, the economic effect for the country. A paper company with no activity does not pass this check.
A case from practice
A client expected that opening a company in a German-speaking country would settle the question of status. The route’s requirements called for a business plan, genuine activity and an economic effect. We rebuilt the approach: first we worked out the business side, and only then dealt with registration.
Why a GmbH is set up
- Doing business in German-speaking countries
- Working with local counterparties
- Business immigration options
- Holding real estate through a company
- Holding purposes
- Hiring employees in the country
03 / What it covers
What is required to set it up
Capital
- Minimum share capital
- Paid in on formation
- Proof of payment
Processing
- Notarisation
- Entry in the register
- Constitutional documents
Officers
- Director
- Members and shares
- Beneficial owners
Maintenance
- Accounting
- Annual reporting
- Tax registration
04 / How it works
How formation works
Preparing the documents and the name
Name, members, articles, managing director.
Notarisation
The notary certifies the constitutional documents.
Paying in the share capital
The capital is paid into the company's account.
Registration in the register
The company is entered in the commercial register.
Tax registration and starting work
Tax number, accounting, reporting.
05 / Key facts
What you need to know
01Where
Germany, Austria and neighbours
A form from the German legal tradition. Similar to a limited company, with a strict set-up and reporting procedure.
02Notary
Mandatory
The constitutional documents are certified by a notary. Time for the appointment and preparation goes into the plan.
03Capital
Minimum share capital
The amount is set by national law and paid in at formation. The company's details go into a public register.
04Immigration
The company gives no residence
Business immigration looks at real activity, a business plan and jobs, not the mere fact of registration.
Common mistakes
Expecting the company to bring residence
Prepare a business plan and real activity to meet the visa programme's requirements.
Underestimating accounting
Budget for an accountant, tax returns and annual accounts.
Not allowing time for the notary
Plan the notary appointment and document preparation in advance.
06 / Expert advice
How to prepare in advance
Before registering, the full cost is calculated: share capital, notary, registration, accounting, tax support. If the company is being set up as part of an immigration route, the programme’s requirements for the activity are studied first: turnover, employees, a business plan. The company is designed to meet these requirements, not adjusted to them after the fact.
What we do for you. In business immigration we start not with registering a company but with the programme’s requirements: what exactly is assessed and what activity counts as genuine. We then set up the company to meet those requirements — this saves both money and time.
Anna KovalevskayaLead lawyer for EU citizenship and residency, 12 years of practice
07 / Questions
Frequently asked questions
A limited liability company in the German legal tradition — the local equivalent of a limited company in Germany, Austria and related jurisdictions.
Yes, the form requires minimum share capital, the amount of which is set by the country’s law and paid in on formation.
Yes. The constitutional documents are certified by a notary — a mandatory step in the procedure, not a formality.
No. They are separate procedures. Business immigration routes assess genuine activity, not the mere fact of registration.
It depends on the country and scale: accounting, reporting, tax support, a registered address. These costs are calculated before registration.
The main information is entered in a public register. The extent of disclosure depends on the particular country.
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