Claim your exclus­ive star­tup dis­count now!

(Almost) all the answers to your ques­tions

Gen­eral ques­tions

A shelf com­pany is a com­pany that has already been foun­ded but is not yet act­ive and is just wait­ing to be taken over. It enables a quick start as all the legal form­al­it­ies have already been com­pleted. Simply buy it, rename it and get star­ted straight away! Ideal for a quick busi­ness start.

The main reason for pur­chas­ing a shelf com­pany is the abil­ity to act imme­di­ately, exclud­ing per­sonal liab­il­ity, espe­cially if a con­tract or prop­erty acquis­i­tion is immin­ent and there is there­fore not enough time for the com­pany to be foun­ded. In the area of M&A, flex­ib­il­ity plays a par­tic­u­larly import­ant role.

Yes, shelf com­pan­ies are fully leg­ally secure. They are already entered in the com­mer­cial register and have ful­filled all legal require­ments. As they have not yet been act­ive, there are no leg­acy issues or legal prob­lems. How­ever, a small check after the pur­chase is recom­men­ded.

When you book start­bereit ser­vice, you will receive all the neces­sary doc­u­ments to ensure that everything is in order. You also have access to the com­mer­cial register to check the company’s his­tory.

In a glance: A shelf com­pany is newly formed, unused, and ready for imme­di­ate deploy­ment. It has no oper­a­tional his­tory, no pre­vi­ous activ­it­ies, and no liab­il­it­ies, mak­ing it an ideal choice for a quick and uncom­plic­ated start. In con­trast, a shell com­pany comes with a history—it has been act­ive in the past and may carry leg­acy bur­dens, such as pre­vi­ous busi­ness activ­it­ies or exist­ing liab­il­it­ies. This makes thor­ough due dili­gence essen­tial when con­sid­er­ing a shell com­pany to identify any poten­tial risks or oblig­a­tions. Shelf com­pan­ies are spe­cific­ally cre­ated for imme­di­ate sale. Since they have never been act­ive, they are entirely new, free of liab­il­it­ies, and unen­cumbered by any past com­mit­ments.

When pur­chas­ing a shelf com­pany, it is cru­cial that the share cap­ital is fully paid. The seller should guar­an­tee that the com­pany has been prop­erly foun­ded and does not have any inher­ited liab­il­it­ies or encumbered assets. With our shelf com­pan­ies, you are on the safe side: they are 100% leg­ally com­pli­ant, foun­ded in Ber­lin, have an impec­cable his­tory and the share cap­ital is fully paid. You can start your busi­ness with peace of mind.

By pur­chas­ing a shelf com­pany, you are able to act imme­di­ately without the risk of per­sonal liab­il­ity. You avoid the time-con­sum­ing incor­por­a­tion pro­cess and remain flex­ible until the last moment. You receive the bank account dir­ectly with the pur­chase and it is yours as soon as you suc­cess­fully pass the veri­fic­a­tion pro­cess at Ber­liner Volks­bank.

When found­ing a GmbH on your own, it is pos­sible to ini­tially deposit only €12,500 in share cap­ital instead of the full €25,000 required for a shelf com­pany. While this approach reduces upfront cap­ital require­ments, it res­ults in addi­tional effort and higher costs for not­ar­ies, law­yers, and tax advisors. Moreover, per­sonal liab­il­ity remains in place until the full share cap­ital has been paid. In sum­mary: less cap­ital tied up, but sig­ni­fic­antly more risk, time and effort required for the incor­por­a­tion pro­cess.

The pur­chase price depends on the legal form of the shelf com­pany. You can find an over­view above. A GmbH with fully paid-up cap­ital of 25,000 euros costs 28,500 euros. A UG with paid-up cap­ital of 1,000 euros costs 2,900 euros. There are no fur­ther costs from our side. How­ever, not­ary and court costs are added to the pur­chase price.

We offer super fast found­ing in just a few days — com­pletely paper­less! Even though we are still new on the mar­ket, we guar­an­tee full legal cer­tainty and work with reli­able part­ners such as Ber­liner Volks­bank. You also get a busi­ness account that is free of charge for the first three months. We take care of everything, includ­ing open­ing a bank account.

Ques­tions about the pro­cess

All Start­bereit shelf com­pan­ies are provided with an account at the Ber­liner Volks­bank sold. This account, into which the share cap­ital has been paid, belongs to the shelf com­pany. After the pur­chase, the account will be trans­ferred to the per­sons you have spe­cified. To ensure that you have timely access to your cap­ital, we ask you to start the iden­ti­fic­a­tion pro­cess imme­di­ately.

After suc­cess­fully com­plet­ing your not­ary appoint­ment, you will receive access to your BVB bank account, includ­ing the respect­ive share cap­ital (€25,000 for a GmbH and €1,000 for a UG) within 1–2 busi­ness days. 1–2 Werkta­gen Zugang zu deinem BVB-Bankkonto erhal­ten, einsch­ließ­lich des ents­prechenden Stam­mkapit­als (€25.000 für eine GmbH und €1.000 für eine UG).

Our team will ensure a smooth and timely pro­cess, keep­ing you informed every step of the way. Should you have any ques­tions, please do not hes­it­ate to con­tact us.

We are pleased to offer you the BVB account at the exclus­ive price of only 6€/month in the first year. With this low price, you can enjoy all the power­ful fea­tures and bene­fits of a BVB account, so you can optim­ize your busi­ness oper­a­tions and achieve your goals.

If you have com­pleted the found­a­tion pro­cess with start­bereit you will receive an addi­tional exclus­ive bene­fit: a free 90-day dis­count on your sub­scrip­tion. This offer is designed to give you even more value as you build your busi­ness with Start Ready. This allows you to max­im­ize your sav­ings while bene­fit­ing from essen­tial tools and resources right from the start.

If for any reason you are not author­ised to have a bank account, the amount of the share cap­ital will be trans­ferred to an account of your choice. We will inform you about the neces­sary steps in such a case.

All man­aging dir­ect­ors must be present in per­son to sign the found­ing doc­u­ments. Share­hold­ers can be rep­res­en­ted by a private power of attor­ney. In the case of for­eign share­hold­ers and com­pan­ies, it should be cla­ri­fied in advance whether cer­ti­fic­ates with an apos­tille are required. This pro­cess can take a long time, which is why we also recom­mend that such share­hold­ers attend the not­ary appoint­ment in per­son.

In addi­tion, the seller of SB Start­bereit GmbH will not be rep­res­en­ted in per­son at the not­ary appoint­ment, but by a power of attor­ney. The power of attor­ney should be issued to a per­son from the buyer’s side who will be present at the not­ary appoint­ment.
This power of attor­ney will be for­war­ded dir­ectly to the not­ary who will pro­cess your case. In this way, we ensure that everything remains leg­ally unchanged in the con­tract. 

All man­aging dir­ect­ors must be present in per­son to sign the found­ing doc­u­ments. Share­hold­ers can be rep­res­en­ted by a private power of attor­ney. In the case of for­eign share­hold­ers and com­pan­ies, it should be cla­ri­fied in advance whether cer­ti­fic­ates with an apos­tille are required. This pro­cess can take a long time, which is why we also recom­mend that such share­hold­ers attend the not­ary appoint­ment in per­son.

Although the com­pany has already been form­ally estab­lished and entered in the com­mer­cial register, it has not yet car­ried out any eco­nomic activ­ity. The com­pany is eco­nom­ic­ally ‘re-estab­lished’ when the new owner acquires it and com­mences busi­ness activ­it­ies. This usu­ally requires the new share­hold­ers and man­aging dir­ect­ors to be entered in the com­mer­cial register and the busi­ness activ­ity to be cap­it­al­ised.

When pur­chas­ing a shelf com­pany, you will also incur not­ary and court costs in addi­tion to the pur­chase price. These vary depend­ing on the type of com­pany and the desired changes. For a GmbH, you should expect to pay around 700 euros for the not­ary and around 300 euros for the com­mer­cial register. For a UG, the costs are usu­ally around 100 to 200 euros lower.

These costs can then be deduc­ted dir­ectly from the share cap­ital of the UG or GmbH as form­a­tion costs.

No, you don’t have to wait for the changes to be entered in the com­mer­cial register to start your busi­ness activ­it­ies. As soon as the not­ary appoint­ment has been final­ised and all the neces­sary doc­u­ments have been signed, you can leg­ally start trad­ing. How­ever, the change to the com­pany details only becomes offi­cial once it has been entered in the com­mer­cial register. It is still advis­able to wait until after regis­tra­tion before under­tak­ing import­ant trans­ac­tions and legal oblig­a­tions to ensure that all form­al­it­ies have been com­pleted cor­rectly.

The time it takes for changes to be entered in the com­mer­cial register can vary depend­ing on the region and the capa­city util­isa­tion of the respons­ible office. As a rule, it takes around two to four weeks for the entry to be final­ised. This period can be exten­ded if there are delays in pro­cessing, for example due to enquir­ies from the registry court or miss­ing doc­u­ments.

It is import­ant that all required doc­u­ments are sub­mit­ted to the not­ary com­pletely and cor­rectly in order to speed up the pro­cess.

In Ger­many, it is not pos­sible yet to estab­lish a GmbH with a sample pro­tocol. The sample pro­tocol is only inten­ded for the form­a­tion of an entre­pren­eur­ial com­pany (UG) with one share­holder. When found­ing a UG with sev­eral share­hold­ers, it is recom­men­ded to draw up indi­vidual art­icles of incor­por­a­tion that include all rel­ev­ant pro­vi­sions regard­ing the form­a­tion, the share­hold­ers, and the com­pany itself.

The Mini-GmbH (UG) is a sim­pli­fied form of com­pany form­a­tion in Ger­many, par­tic­u­larly suit­able for founders who want to start with little cap­ital. The Mini-GmbH is a pro­vi­sional legal form that can evolve into a reg­u­lar GmbH over time, as long as the com­pany retains 25% of its profits each year as reserves. This reserve is accu­mu­lated annu­ally until the min­imum cap­ital require­ment of a GmbH is met. Thus, the Mini-GmbH offers an afford­able and quick way to start a busi­ness, with the option to later trans­ition into a full GmbH.

Start­bereit shelf com­pan­ies do not yet have a tax num­ber because tax offices do not nor­mally issue tax num­bers for such com­pan­ies, as the jur­is­dic­tion may change after the pur­chase. A reg­u­lar tax num­ber is only issued after the com­pany has been acquired.

After the pur­chase, you can apply for a pro­vi­sional tax num­ber from most tax offices. This is usu­ally issued quickly and is suf­fi­cient for issu­ing invoices.

The tax num­ber we have applied for will usu­ally be of little use to you. If you change the busi­ness address, the ori­ginal tax office loses its jur­is­dic­tion. As the jur­is­dic­tion of the tax office is determ­ined by the busi­ness address and not the registered office of the com­pany, you must apply for a new tax num­ber at the tax office for the new loc­a­tion.

In order to apply for a tax num­ber, you must register a busi­ness, whereupon you will receive a tax regis­tra­tion ques­tion­naire from the tax office, which you must com­plete and sub­mit. Once you have received a tax num­ber, you can apply for a VAT iden­ti­fic­a­tion num­ber (VAT ID) either online via ELSTER or in writ­ing. 

The tax num­ber serves as a unique iden­ti­fier with the tax office and is essen­tial for tax-related mat­ters. It is required for sub­mit­ting tax returns and must be stated on invoices if no VAT iden­ti­fic­a­tion num­ber (USt-ID) is avail­able. Addi­tion­ally, it facil­it­ates com­mu­nic­a­tion with the tax office and con­trib­utes to the effi­cient pro­cessing of tax-related trans­ac­tions. The tax num­ber is there­fore a fun­da­mental require­ment for law­ful and smooth busi­ness oper­a­tions in Ger­many.

Upon found­ing, we pre­pare an open­ing bal­ance sheet for each pur­chas­ing com­pany, which you receive together with the com­pany doc­u­ments. If the com­pany is still in our port­fo­lio at the turn of the year, we also pre­pare annual fin­an­cial state­ments and file them in the com­pany register.

The com­pany is fully oper­a­tional imme­di­ately from the date of pur­chase and the appoint­ment of the new man­aging dir­ector. If the tax num­ber and VAT iden­ti­fic­a­tion num­ber (USt-ID) are not yet avail­able, invoices should include the note “Tax num­ber and USt-ID to fol­low.” This ensures that busi­ness part­ners are informed until the rel­ev­ant details are avail­able.

Start­bereit provides access to a pro­fes­sional tax con­sult­ant who ensures that busi­ness oper­a­tions com­ply with all legal require­ments. With the expert­ise of the tax con­sult­ant, the com­plex­ity of tax declar­a­tions can be man­aged and the tax strategy optim­ized. Addi­tion­ally, trus­ted part­ners are involved who assist with vari­ous aspects of busi­ness oper­a­tions, includ­ing account­ing tools, payroll pro­ced­ures, and fin­an­cial plan­ning, ensur­ing effi­cient busi­ness pro­cesses.

Chat 1

Still have ques­tions?

Still have ques­tions about the start­ing a com­pany in Ger­many, com­pany regis­tra­tion Ger­many, busi­ness bank account Ger­many, the reser­va­tion or the pur­chase pro­cess? We answer many ques­tions in our FAQs, for everything else you are wel­come to con­tact our team.
Go to FAQs
Person

Want to talk?

Would you prefer to speak to someone in per­son and cla­rify your ques­tions about start­ing a com­pany in Ger­many as a for­eigner, or com­pany regis­tra­tion in Ger­many in gen­eral, on the phone or in chat? No prob­lem! Our team is at your dis­posal and will be happy to help you with any ques­tions about our ser­vices.
Con­tact

ready to start © 2025 SB Start­bereit GmbH. All rights reserved.