(Almost) all the answers to your ques­tions

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.

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.

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 num­beryou 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. 

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.