For the Founding A GmbH requires share capital of at least €25,000. Founders must submit half of this capital when registering with the commercial register. As an alternative to this cash-based foundation, however, a non-cash foundation can also involve contributing marketable assets with a quantifiable economic value to the company. These include real estate and movable assets, as well as copyrights and receivables.
Previously, founders had to appear in person at a notary's office for such incorporations – this is now no longer necessary in most cases. A notary appointment is still mandatory only if a notarial deed is required.
This is made possible by the Law supplementing the provisions for the implementation of the Digitalisation Directive (DiREG), which was passed by the Bundestag in June 2022. The supplementary law to the DiRUG (Law on the Implementation of the Digitalisation Directive) of July 2021 regulates the concrete implementation of the DiRUG, for example through changes to the Commercial Code, the Federal Notary Act and the Notarisation Act.
Further changes due to the Digitalisation Directive
In addition to enabling online incorporation, the laws introduced further changes: Since August 1, 2022, notarial certification can also be performed via video communication during registration. The documents created in this way can then be submitted directly digitally by the notary. Furthermore, the publication of register entries has been simplified by eliminating the need for publication in a separate announcement portal. Instead, disclosure is achieved by making a register entry available (online) for the first time in the respective register. Furthermore, since the law came into force, retrieval fees have been waived for retrieving data from the commercial register or documents submitted to the register.
With the changes that came into effect on August 1, 2023 – i.e. enabling online incorporation – the DiRUG is now fully in force.
