What are the costs factors when founding a GmbH or UG?

Prospective business founders will always want to plan ahead as much as possible for the costs of founding. How much a business costs to found, however, is unique to each business, and dependent on a range of factors. Below we lay out the most major and decisive in...

Model Protocol or Partnership Agreement

Copyright Photo: Cytonn Photography / When you decide to start a GmbH or UG, you need to decide whether to use model protocol or standard establishment with a partnership agreement/articles of association. At Q-found we almost always advise our clients...

What is share capital and what can it be used for?

Copyright Photo: Pixabay / How can you leverage share capital? It is a widespread misconception that a UG/GmbH's share capital must never be used to run a business. This is wrong. In fact, you can leverage share capital in many ways. Some include: Operating...

How does the payment of share capital take place?

Copyright Photo: Engin Akyurt /   Here is our guide to the dos and don'ts of the payment of share capital in Germany. If you're unsure about how you can use your share capital, get in touch with us for some expert advice. If the articles of...

The Future of Online Company Foundation: what does the implementation of EU Directive 2019/1151 mean for founders?

Online company formation is coming The resolution of the "company law package" by the European Parliament brings new possibilities for online company formation. They will roll into Germany by August 2021 at the latest. Importantly for founders from abroad, it will be...

The advantages and disadvantages of the Mini-GmbH – also known as the UG, small GmbH, or 1-Euro-GmbH

Copyright Photo: airdone /   Are you considering just starting small with a Mini-GmbH? Here’s an overview of the factors which might influence your decision. What is a Mini-GmbH? In Germany, an entrepreneurial company with limited liability is...

What to expect when you move to Germany

Copyright Photo: Niki Nagy /   When I moved to Berlin from London six months ago I wasn’t sure what to expect. Here are some things about professional and personal life that I wish I had known before the move to Germany. by Alice Strasburger, Paralegal...

What are articles of association?

Copyright Photo: Pixabay In this article you will learn something about: What are articles of association? Significance of articles of association Minimum components - The following information must contain the articles of association. Additional regulation options -...

+49 (0) 30 / 863 29 53 53

How does the payment of share capital take place?


Copyright Photo: Engin Akyurt /


Here is our guide to the dos and don’ts of the payment of share capital in Germany. If you’re unsure about how you can use your share capital, get in touch with us for some expert advice.

If the articles of association do not provide for a contribution in kind, the share capital contribution must be made by making a payment. Usually share capital is wired to the bank account of the company. Theoretically, physical cash could simply be placed in a safe. But notaries normally require proof of payment receipts from a bank, so this isn’t generally a good idea.

The reference attached to the transfer should clearly indicate that it is intended as share capital. Therefore it should contain one of the words: “share”, “share capital”, “capital contribution”, or “liable capital”. However, when there are several shares, the transfer reference should also clarify to which share(s) the capital is attached.


Max founds the “Max & smart idea GmbH” with a minimum share capital of 25,000 € divided into 25,000 shares of 1 € each (when the company is to be formed with a cash contribution). Half of the share capital is to be paid in when the company is founded, i.e. 12,500 €. After the notary appointment, Max opens a bank account named “Max & smart idea GmbH i.G.” (the i.G. stands for “in Gründung” which means “in foundation”). He makes this payment to the bank account with the reference to the amount of 12,500 €: “Share capital – shares 1 – 25,000.” For every share with a nominal value of 1 €, half, i.e. 50 cents, has been paid in. Once the payment has been processed, Max’s company can enter the commercial register.

If the payment is not made from the shareholder’s bank account, the name of the shareholder should also be mentioned in the reference. It’s just a precaution, so that the payment can be clearly allocated. This is particularly important when several shareholders pay in.

The shareholder bears responsibility for the safe-keeping of his proof of payment slip/receipt. So if the company becomes insolvent, the insolvency administrator will usually want to see this as the proof that the payment was made. If it is missing, shareholders might be asked to make the contribution again.

Central regulations: §§ 5, 14, 19 GmbH law

Written By Daniel Steltzer

Das könnte Sie ebenfalls interessieren: