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Re:How I would start my next startup in Germany without a Gm... by codethief on Saturday June 04, 2022 @11:48AM (#31621750)
> It is stupidly easy to create a GmbH or UG, especially the UG. Also very cheap, if you push it two days are enough, will cost you around 100 bucks.

Having gone through the process (and a rather smooth one at that), I can say with absolute confidence that this is not true at all.

1) Talking to the notary alone and arranging the details (articles of organization, fees – as the notary might try to rip you off –, and the notary appointment) will take several email round trips, aside from the actual appointment to sign the paperwork and the required self-study to understand what you're doing.

2) Opening a bank account as a UG/GmbH that's in the process of being founded is not difficult but it's not exactly easy, either, because you will have to do it before you sign the documents at the notary, i.e. before you are incorporated, because the notary wants to see a bank statement as confirmation that all shareholders have paid their share. The bank, however, wants to see your founding documents which of course you won't have before you've gone to the notary and received the other paperwork from the local company registry (Amtsgericht / court) confirming the existence of your company. Resolving this catch 22 means several more email round trips and even more paperwork.

3) The fees of the notary alone are in the range of 100€. Add to that the fees at the Amtsgericht for incorporating and the fees for the local government (for registering your business / official company address) and you're looking at a few hundred euros in total founding costs. (I forgot how much exactly; I would have to look it up.)

4) The bank account requirement alone means that you'll probably be paying ~15€ every month to the bank. On top of that, unless you want to do the bookkeeping on paper (i.e. by hand), you'll need proper (tamper-resistant!) double-entry bookkeeping software, which (last time I looked) is not free, either. (Excel is no longer allowed!)

5) Every year you'll be paying ~60€ to hand in your balance sheet (Handelsbilanz) to the Bundesanzeiger and your "electronic tax balance sheet" (Elektronische Steuerbilanz) to the tax authorities. You'll also pay ~150-200€ to the local IHK (Chamber of Commerce and Industry) just because your company… exists(?!)

6) Speaking of bookkeeping & balance sheets, you'll also be handing in tax declarations for the different taxes your company will be subject to (USt, KSt, GewSt). Learning how to do all that is a proper time sink. Unless you want to pay an accountant, you're looking at dozens if not hundreds of hours of self-study and paperwork every year.

7) The second you want to hire anyone, social security and employee wellfare laws will mean even more work for you (at which point you'll probably hire someone just to take care of all of that paperwork for you).

Re:How I would start my next startup in Germany without a Gm... by SkyAndSand on Saturday June 04, 2022 @12:21PM (#31622209)
Couldn’t agree more.

I went through the same process multiple times in the past and every step on the way (like you describe) is complicated, expensive, slow and error-prone. And I am actually fluent in German. I can’t imagine how someone would navigate the process without speaking it.

Re:How I would start my next startup in Germany without a Gm... by ng55QPSK on Saturday June 04, 2022 @12:12PM (#31622083)
point 1) "as the notary might try to rip you off" i'd like to see an example. The position of the notary is the neutral one on signing deals OR notfifying the documents you sign to give you an undisputable legal binding document. Any notary trying to rip you off is walking dangerously close to immediately loosing his job - forever.
Re:How I would start my next startup in Germany without a Gm... by SkyAndSand on Saturday June 04, 2022 @12:25PM (#31622257)
I had the same assumption. However the last notary that I worked with didn’t hand in documents in time (which caused lots of trouble), handed in incorrect documents and simply did not answer to emails or calls for weeks.

He only started to act when I used my lawyer to threaten him. Even then my lawyer said that it would be very hard to start legal proceedings against the notary.

If you think notaries are 100% trustworthy you should also have a look at https://www.tagesspiegel.de/berlin/millionen-immobilie-in-be...

Re:How I would start my next startup in Germany without a Gm... by ng55QPSK on Saturday June 04, 2022 @12:38PM (#31622431)
You cannot secure any system against intentionally criminal behaviour - and it looks like the actual transfer had started an investigation.
Re:How I would start my next startup in Germany without a Gm... by codethief on Saturday June 04, 2022 @12:22PM (#31622215)
I would have to look up the exact details but I was basically following the standard "Musterprotokoll" to found my company, with one tiny difference/change somewhere. Well-established court rulings said that this change didn't make a difference regarding the notary fees. The notary still charged me for it. When I pointed out the court rulings to them, their response was basically "Right, sorry, we forgot".

I have heard about several other cases like that from friends.

Re:How I would start my next startup in Germany without a Gm... by ng55QPSK on Saturday June 04, 2022 @12:33PM (#31622378)
I see. But this sounds like his/her office made a mistake in calculating the fee, but let's say this far away from "ripping off" and can be cleared in one telephone call.
Re:How I would start my next startup in Germany without a Gm... by codethief on Saturday June 04, 2022 @12:45PM (#31622513)
That was not my impression. I asked them about the fee, they claimed that it's legal/required by law. Then I asked them again (in a more detailed manner, i.e. explaining my thinking why there shouldn't be a fee), they still upheld that it's legal, and then I send them the court rulings and suddenly they had "forgotten" about that.
Re:How I would start my next startup in Germany without a Gm... by ng55QPSK on Saturday June 04, 2022 @01:40PM (#31623128)
Notaries are supervised by (depending on state) some local court and there is a feedback system if you are not satisfied with the process.
Re:How I would start my next startup in Germany without a Gm... by hef19898 on Saturday June 04, 2022 @12:14PM (#31622104)
Plus, notaries are working on standardized fees. No ripping of to be had. Settimg up special charters is diffnrent so, but those are best done by a specialized lawyer anyway.