GmbH formations and commercial register entries soon possible online

As provisions implementing an EU digitization directive come into force on August 1, it will also be possible to form a GmbH and register a company digitally in Germany. As a result, anyone wishing to establish and/or register a corresponding company will soon no longer have to visit an authority.

Less effort, lower costs

The EU Digitization Directive was already adopted in 2019. It is intended to make it easier for private individuals and companies alike to conduct business activities online. On the one hand, the EU expects this to provide low-threshold access and thus promote corresponding activities, and on the other hand, it promises enormous savings potential. If those affected no longer have to appear on site in the future, building and personnel costs can be saved. Federal Justice Minister Marco Buschmann sees this as progress: In his view, the federal government is “specifically using the opportunities of digitization to increase the attractiveness and competitiveness of Germany as a business location” and is giving founders the opportunity to “devote themselves primarily to realizing their business ideas” – and not to bureaucracy. This seems particularly important against the backdrop of the weak digitalization situation attested to by the traffic light coalition, the tackling of which is a key government goal.

Numerous administrative and legal changes

In the run-up to enabling online startups, numerous administrative and legal changes had to be made. A first step, for example, was to enable notarial certification of declarations of intent online in the future. From now on, video conferences can also be used for this purpose. Public certification of qualified electronic signatures will also be possible in this way from now on. This will make it possible, for example, to establish branches online and to submit the necessary documents and information digitally.

As of August 1, these options will be available to almost everyone interested in setting up a company. Applications to the register of partnerships, cooperatives and associations can also be certified online from now on. The only exceptions are a few transactions involving the formation of companies in kind, in which the capital required for the formation of a GmbH is deposited in kind rather than in cash. If the items to be deposited are themselves subject to notarization, the traditional route must still be taken.

Conversion of the announcements

At the same time, the publication system will be changed. Up to now, changes in registers have to be reported several times. They are then not only entered in the register, but also announced on a separate portal. In the future, this division will no longer apply. The existing announcement portal will be closed. Instead, information from the commercial register will be available free of charge from August. For companies, this will save time and money. The state can also save costs. For persons interested in information, the information path changes. The federal government is thus achieving a digitization goal despite budget cuts.