Corporate Mobility / Germany / Route
Germany · Company set-up route
Set up a German GmbH with €25,000 of share capital (€12,500 paid in to register) or a UG from €1, with 100% foreign ownership and no residence rule for shareholders or directors.
Register entry in days to weeks once the file is complete
Last updated: 2026-10-27
Programme overviewنظرة عامة
Advising UAE-based founders and companies on business immigration from our Dubai office.
Overview
Germany lets founders from outside the EU own and run a German company outright. The usual choice is the GmbH (Gesellschaft mit beschränkter Haftung), a private limited company with €25,000 of share capital, of which €12,500 must be paid in before registration. Founders who want to start smaller can use the UG (haftungsbeschränkt), the same company type from €1 of capital. Existing companies can also open a branch or a subsidiary.
The nationality and place of residence of the shareholders and managing directors do not matter. What matters is a German business address, notarised articles, the capital paid in and a clean set of documents. Forming the company is one project; living in Germany to run it is a second one, with its own residence permit.
Which company form
| GmbH | UG (haftungsbeschränkt) | Branch | |
|---|---|---|---|
| Minimum capital | €25,000 | €1 | None (the parent is liable) |
| Paid in to register | At least €12,500 | The full amount, in cash | Not applicable |
| Liability | Limited to the company | Limited to the company | The foreign parent is fully liable |
| Profit reserve | No special rule | 25% a year until capital reaches €25,000 | Not applicable |
| Best for | Most foreign founders and subsidiaries | Small starts, testing the market | Existing companies adding a German office |
The formation steps
- Notarise the articles before a German notary. A simplified model protocol, at a lower fee, covers up to three shareholders and one managing director.
- Open a business bank account and pay in the capital, then send the proof of payment to the notary.
- Commercial register entry. The notary files the company with the local court; the company exists once it is entered.
- Trade registration with the local trade office before you start trading. It also signs the company up with the Chamber of Commerce (IHK).
- Tax registration through ELSTER within one month, including the request for a VAT ID.
- Transparency Register. Report anyone holding more than 25% as a beneficial owner, without delay.
Signing from the UAE: in person or by power of attorney
Since 1 August 2022 a GmbH or UG can be formed by video with a German notary, but the identification must be a German eID card, a German electronic residence permit or an eligible EU eID. A non-EU passport is not accepted. A founder living in the UAE therefore either signs in person in Germany (a Schengen visa, €90, covers the trip) or gives a notarised power of attorney, legalised for use in Germany. Corporate shareholders need a legalised register extract with a German translation.
Official costs
| Item | Amount | Notes |
|---|---|---|
| Notary, single-shareholder GmbH with €25,000 capital | About €230 | Chamber of Commerce estimate, plus expenses and VAT; set by the notary fee law and higher for more complex companies |
| Trade registration | About €20–65 | Depends on the city |
| Transparency Register | €19.80 a year | Plus VAT |
| Schengen visa for formation trips | €90 | Not a work permit |
| Share capital | €12,500 paid in (GmbH) or from €1 (UG) | Stays in the company |
Register court fees, translations, apostilles and the tax adviser depend on your structure and documents; XIPHIAS quotes them per file.
Tax at a glance
| Tax | Rate |
|---|---|
| Corporate income tax | 15% (until 2027) |
| Solidarity surcharge | 5.5% of the corporate tax, about 15.8% together |
| Trade tax | Set by each municipality; about 14% of profit at the average rate |
| Overall burden | About 30% on average |
| Corporate tax from 2028 | 14% in 2028, falling one point a year to 10% from 2032 |
| VAT | 19%, or 7% at the reduced rate |
Company formation is not a residence permit
Owning a German company does not give you, or your family, the right to live in Germany. A founder who wants to run the business from Germany applies for a residence permit for self-employment under Section 21 of the Residence Act. It is judged on the business plan, its benefit to the German economy and secured financing, and it has no fixed investment amount. See our Germany investor and self-employment residence permit page.
With our Berlin partner, Nexus-Europe GmbH
Company formation in Germany is delivered with our partner Nexus-Europe GmbH, a Berlin firm that works on business development and investment in Germany. Nexus handles the German side: the notary, the commercial register, tax registration and the questions from German authorities. XIPHIAS handles your side from Dubai: the first assessment, your documents, apostilles and translations, and, if you plan to move, the residence application for you and your family.
Start with a Company Set-up Audit
Before you form the company, Nexus offers a Company Set-up Audit: a 30-minute online session with their business set-up experts covering the right legal form and structure, the requirements and possible problems for your case, and a step-by-step formation roadmap. XIPHIAS clients get a partner discount on the audit. Ask us for your code and we will send it to you with its conditions.
Talk to our Germany business immigration consultants in Dubai
XIPHIAS Immigration has advised families and businesses since 2009, and our Dubai team works with UAE residents. We were named Best Immigration Consultant by The Times of India in 2022. Our immigration consultants in Dubai will take you through the requirements, costs and timeline for your specific case.
- Book a consultation
- All Germany routes
- Verify an immigration consultant
- Second passport for UAE residents
Sources
- German Limited Liability Companies Act (GmbHG), sections 5, 5a and 7
- Germany Trade & Invest — Setting up a GmbH
- Germany Trade & Invest — Corporate taxation in Germany
- Corporate Income Tax Act (KStG), section 23
- German Federal Chamber of Notaries — online formation of a GmbH
- Federal Central Tax Office — VAT identification number
- IHK Rhein-Neckar — start-up costs
At a glanceلمحة
Key highlights
- ✦GmbH: €25,000 capital, €12,500 paid in
- ✦UG from €1
- ✦100% foreign ownership
- ✦Corporate tax 15% + 5.5% surcharge
What you getالمزايا
100% foreign ownership, with no nationality or residence rule for shareholders or managing directors.
Limited liability: the company's assets, not your personal assets, answer for its debts.
A German company trades across the EU single market.
A UG can be started from €1 and converted into a GmbH later.
Corporate tax is set to fall by one point a year from 2028, to 10% from 2032, under a law passed in July 2025.
The company can be the base for a residence permit for self-employment, if your business plan meets the test.
Investment & costsالتكاليف
Government & due-diligence fees
Figures are indicative and exclusive of professional fees. Your advisor confirms an exact, written cost breakdown for your family size.
Eligibilityالأهلية
Requirements
At least one shareholder and one managing director (they can be the same person).
A German business address.
Articles of association notarised by a German notary.
Share capital paid in: at least €12,500 for a GmbH, or the full amount for a UG.
Valid passports; for a company shareholder, an apostilled or legalised register extract with a German translation.
Who cannot apply
Expecting the company alone to give you or your family a residence permit.
Not being able to pay in the capital before registration.
No German business address.
Sanctions or anti-money-laundering concerns that stop a bank or notary from acting.
The processكيف نعمل
Plan the structure
Choose GmbH, UG, branch or subsidiary; check tax, permits and whether you will need a residence permit.
Prepare the documents
Passports, the articles of association and, for a company shareholder, its register extract, apostilled or legalised and translated.
Notarise
Sign before a German notary in person, or through a notarised power of attorney.
Pay in the capital
Open the business bank account and pay in at least €12,500 for a GmbH, or the full amount for a UG.
Commercial register entry
The notary files the company; it exists once the court enters it.
Trade and tax registration
Trade office, tax office questionnaire within one month, VAT ID and Transparency Register.
Residence, if you will move
Apply for a residence permit for self-employment if you will run the company from Germany.
Sponsorship & salary rulesالرواتب
GmbH minimum share capital
At least €12,500 in total (and a quarter of each share) must be paid in before the company is registered.
UG (haftungsbeschränkt) minimum share capital
Paid in full and in cash. A quarter of each year's profit goes into a reserve until the capital reaches €25,000.
AG (stock corporation) minimum share capital
For larger or investor-backed companies.
- ✦Shareholders and managing directors can be of any nationality and can live outside Germany.
- ✦Every company needs a German business address.
- ✦Articles of association must be notarised by a German notary, who also files the company with the commercial register.
- ✦A non-EU managing director who will run the business from inside Germany needs a residence permit for that work.
Authoritiesالجهات المختصة
Notary (Notar)
- ✦Notarises the articles of association; a simplified model protocol is available for up to three shareholders and one managing director.
- ✦Online notarisation by video has been possible for GmbH and UG formations since 1 August 2022, but only with a German eID card, a German electronic residence permit or an eligible EU eID. A non-EU passport cannot be used.
- ✦Founders from the UAE without a German residence permit sign in person in Germany or give a notarised power of attorney, legalised for use in Germany.
Commercial Register (Handelsregister)
- ✦Kept by the local court. The GmbH or UG legally exists only once it is entered.
- ✦Entry can come within a few days when the file is complete; questions from the court can add a few weeks.
Trade Office (Gewerbeamt)
- ✦Trade registration is required before trading starts; the fee depends on the city.
- ✦The trade office passes the registration on to the Chamber of Commerce (IHK), which every company joins automatically.
Tax Office (Finanzamt) and Federal Central Tax Office (BZSt)
- ✦The tax office issues the company's tax number after the registration questionnaire.
- ✦The VAT ID is issued by the BZSt; it can take some weeks and is sent by post only.
Risk notes
Forming a company does not give a residence permit; that is a separate application judged on the business plan.
Online notarisation is closed to holders of non-EU passports without a German residence permit, so plan a trip or a power of attorney.
Opening a German business bank account can take time for non-resident founders; start early.
The VAT ID arrives by post and can take some weeks, which can delay invoicing EU customers.
Compliance
Translations, apostilles or legalisation of foreign documents are quoted per file.
Register court fees, notary expenses and tax adviser fees depend on the structure and are quoted per file.
Annual accounts and tax returns are required every year, even before the company trades.
Questionsأسئلة شائعة
This route, answered.
Yes. A GmbH or UG can be fully owned by foreign individuals or companies, and the shareholders and managing directors can live outside Germany.
Start the Germany route.
A senior advisor will confirm the exact costs, timeline and documents for your case — privately, and entirely off the record.