one-time*
A dedicated consultant
On demand telephone support
Checklists and form pre-filling
Contract and document templates
Coordination and referrals
Individual GmbH & Co. KG articles of association from a lawyer optionally selectable in the shopping cart**
Protect your company’s most valuable asset with an EU trademark
Protect your brand, company name and logo in Germany
Digital handbook for founders: Firma gründen (currently only available in German)
one-time*
Direct line to the firma.de executive team
Set up of financial accounting €100 (plus preparation of annual accounts for €1.249)
Set up of bookkeeping services Starter
A dedicated consultant
On demand telephone support
Checklists and form pre-filling
Contract and document templates
Coordination and referrals
Individual GmbH & Co. KG articles of association from a lawyer optionally selectable in the shopping cart**
Protect your company’s most valuable asset with an EU trademark
Protect your brand, company name and logo in Germany
Digital handbook for founders: Firma gründen (currently only available in German)
Net prices
Want to go for the big exit? Minimise taxes with our Holding packages
| Classic | All-In | |||
|---|---|---|---|---|
| firma.de | ||||
| Direct line to the firma.de executive team |  | | ||
| Set up of financial accounting €100 (plus preparation of annual accounts for €1.249) | | | ||
| Set up of bookkeeping services Starter | | | ||
| A dedicated consultant | | | ||
| On demand telephone support | | | ||
| Checklists and form pre-filling | | | ||
| Completion of the trade registration form (Gewerbeanmeldung) | | | ||
| Contract and document templates | | | ||
| User friendly opening balance sheet template | | | ||
| Employment contract template (part-time) | | | ||
| Employment contract template (full-time) | | | ||
| Temporary personnel contract template | | | ||
| Internship contract template | | | ||
| Loan contract template | | | ||
| Freelancer contract template | | | ||
| Letterhead, legal disclosure and invoice templates | | | ||
| Coordination and referrals | | | ||
| Timely preparation of your Trade registration (Gewerbeanmeldung) | | | ||
| Coordination of all necessary legal formalities | | | ||
| Timely preparation of your tax office questionnaire (Finanzamtfragebogen) for the application of your VAT ID (USt.-ID) | | | ||
| An expert consultant to guide you through the process | | | ||
| Referral to a qualified tax adviser in your area | | | ||
| Lawyer Steffen Hartmann | ||||
Individual GmbH & Co. KG articles of association from a lawyer optionally selectable in the shopping cart** firma.de Firmenbaukasten AG does not provide legal advice itself; firma.de works exclusively with lawyers and independent tax advisors who specialise in the field of limited liability entrepreneurial companies | Optional | Optional | ||
| ETL IP Patent- und Rechtsanwaltsgesellschaft mbH | ||||
Protect your company’s most valuable asset with an EU trademark Provision of legal services is by ETL IP Patent- und Rechtsanwaltsgesellschaft mbH, Clayallee 343, 14169 Berlin. | Optional | Optional | ||
Protect your brand, company name and logo in Germany Provision of legal services is by ETL IP Patent- und Rechtsanwaltsgesellschaft mbH, Clayallee 343, 14169 Berlin. | Optional | Optional | ||
| Other Services | ||||
| Digital handbook for founders: Firma gründen (currently only available in German) | Optional | Optional | ||
| 489€ excluding tax | 628€ excluding tax | |||
| Start | Start |
Note:
The notary fees and the costs for entry in the commercial register (Handelsregister) are not included in the price and are charged separately.
** firma.de Firmenbaukasten AG does not provide legal advice itself but works exclusively with lawyers and independent tax advisers who specialise in the field of limited liability entrepreneurial companies. Please make an appointment: +49 611 17207-0 or by e-mail at support@firma.de.
Easy capital raising
Your GmbH & Co. KG makes capital raising easier by simply adding limited partners to the company.
Limited liability
The corporate form GmbH & Co. KG offers the best of two worlds. Enjoy the advantages of an unincorporated business while still having the limited liability of a company.
Flexible management
As a managing director of a GmbH & Co. KG, you can freely engage external specialists as required.
"Many of the actors that can help young founders form companies in Germany either charge high hourly rates or want equity for their time and effort. firma.de’s services have fixed-prices because it’s a company by entrepreneurs for entreprenuers." Xibit
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The GmbH & Co. KG is a particular form of the Kommanditgesellschaft (KG) which in English means "limited partnership".
Typically KGs are joint partnerships of at least two natural or legal persons, comprising at least one general partner, whose liability is unlimited (Komplementär) and a limited partner (Kommanditist).
In the case of a GmbH & Co. KG, the GmbH functions as the general partner (Komplementär), so the liability of the GmbH & Co. KG is limited to the GmbH's company assets.
Shareholder partners of the GmbH & Co. KG, are accountable only with their share capital, comparable to a straight KG corporate structure.
The corporate form UG & Co. KG is very similar to a GmbH & Co. KG with the main difference being a much lower startup capital requirement for the former.
The UG & Co. KG is a combination of two corporate forms: a Kommanditgesellschaft (KG) - a type of limited partnership - and a UG (haftungsbeschränkt) - a special form of GmbH.
As with the GmbH & Co. KG, the UG is the Komplementär (unlimited partner or general partner) within the KG structure. This KG also has unlimited liability, but only through its corporate form.
The liability of the Kommanditisten (limited partners) of the UG & Co. KG is limited to their capital investment.
Your official company name must contain the suffix "GmbH & Co. KG", e.g. Taxodrome GmbH & Co. KG or Homerun GmbH & Co. KG.
This way the company structure is transparent and shows that one of the general partners is a GmbH rather than a natural person.
Simplified capital raising
Your GmbH & Co. KG can quickly increase its capital by merely adding investors as limited partners.
Limited liability
A GmbH & Co. KG enjoys limited liability. Since the general partner is a legal entity with limited liability, damages are limited to the GmbH’s company assets.
Secure continuance of the company
Unlike a regular KG, this corporate hybrid can exist forever using the same corporate name. As the GmbH is a legal person, this guarantees the continuance of its name. However, this is not the case for a regular limited partnership - when one of its partners dies this triggers the dissolution of the entity.
A GmbH & Co. KG is represented externally by the general partner - the GmbH’s managing director.
Limited partners are usually not involved in day-to-day management, but can exercise their right to vote on extraordinary decisions.
You can choose to employ external experts as managing directors of the GmbH rather than appointing a shareholder.
This option is not available to regular limited partnerships since only the general partners are entitled to lead the company.
The GmbH & Co. KG consists of a GmbH as a general partner plus one or more limited partners. The company's notarised articles of association determine the rights of all partners.
According to the German commercial code, decisions of the partners should be unanimous, with any disagreements being regulated within the articles.
While special rules apply to the GmbH in a GmbH & Co. KG with regards to capital deposits and management, limited partners have the same rights and obligations as they would in a conventional KG.
Within the GmbH & Co. KG structure, the GmbH is not obliged to invest the totality of its assets into the partnership.
Furthermore, if a Kommanditgesellschaft is converted into a GmbH & Co. KG it is possible that the GmbH functions only as a limited partner without making a capital investment.
For limited partners, a copulsary contribution (Pflichteinlage) is set is the amount that limited partners have to contribute to join the company. This amount is entered into the commercial register (Handelsregister) and determines what each partner is liable for.
The GmbH & Co. KG has a whole doesn’t have to pay corporate tax (Körperschaftssteuer) or income tax (Einkommenssteuer).
However, profits generated by the GmbH as a general partner are taxable, and KG limited partners as natural persons have to pay income tax.
The GmbH & Co. KG itself is subject to trade tax, but not its partners.
If the KG acquires or sells its property, property transfer tax must be paid on those transactions.
What is a GmbH & Co. KG?
An overview of this legal form as well as a definition of the terms.
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