Germany Company Formation

Open company in:

  • [en]
  • [ro]
  • [fr]
  • [es]
  • [it]

Germany

Company Formation and Related Services

Newsletter

News

Buying a European shelf company with VAT number

Whenever you need to start doing business immediately in a European country and you need a company with a VAT number, you don’t have to wait for the bureaucratic procedures.

read more

Partner Law Firms

We encourage you to contact our partner law firms in Bucharest: Rolegal and E&C, both part of our legal network.

read more

Tax Minimization Structures

BridgeWest is specialized in special corporate structures designed for tax minimization. No matter where you want to incorporate your company, you will need to consider how you can legally minimize costs.

read more

Company Liquidation in Germany

August 13, 2012, 12:45 pm
BridgeWest

BridgeWest handles all steps required for company liquidation in Germany. Please contact us via email or phone for appointing a liquidator to carry on the company dissolution, submitting the required application forms, dealing with the Court, closing the company's bank account or any other necessary activities for closing a business in Germany.  

There are a number of regulations that govern the liquidation of a company in Germany. Most of them can be found in the Commercial Code, the Civil Code, the Limited Companies Act, the Stock Corporation Act, the Industrial Code and the Commercial Register Regulation.

There are two possibilities to liquidate a company in Germany: voluntary or compulsory.

The voluntary liquidation is based on the shareholders’ decision. A general meeting is convened and a majority of 8/4 of votes must be in favor the decision of liquidation, unless it’s stipulated differently in the Articles of Association. A balance sheet must be prepared so it’s preferably to take the liquidation decision at the end of the year. The balance sheet must contain the name of the liquidator and the name and address of the person in charge to keep the books of the company after the liquidation.

The liquidator has the same powers as the former manager and he is usually chosen from the members of the management board (usually the manager). The main obligation of the liquidator is to pay the debts of the company.

A notification must be send to the German Trade Register. This notification must contain the affirmation of the liquidator that there is no evidence to contradict the decision of liquidation for the respective Deutsch company.

The next step is publishing the decision in the German Electronic Federal Gazette and notifying the company's creditors. At least one year from notifying the creditors must pass before the company can be erased from the German Trade Register.

After one year since the notification, if all the debts were covered and all the claims were satisfied, the remaining assets may be distributed among the shareholders.

A notification regarding the end of the company liquidation procedure must be send to the German Trade Register, along with the liquidation decision and the evidence that the creditors were notified.

The compulsory liquidation takes place based on a Court’s decision and usually appears following insolvency procedures. The Court must appoint a liquidator or leave this decision to the debtor, but in this case, the creditors’ approval is necessary.

The reasons why the insolvency is initiated are the illiquidity, imminent illiquidity and over indebtedness.

The Court has the obligation to publish the insolvency decision in the Federal Bulletin.

Once liquidated, the companies in Germany have the obligation to de-register from the local authorities, such as the tax authorities, Federal Employment Agency, German pension insurance scheme.




Open Business in Germany
We guarantee a cost-efficient solution for full company setup, bank account and VAT registration
Company Formation in Germany

Berlin

Bridgewest provides the following services for company formation in Germany:

- drawing up the articles of association that can be signed through power of attorney (German laws require powers of attorney for any public notary proceedin ... [More]

Lawyers in Germany

Berlin

BridgeWest provides a wide range of legal services in Germany through our affiliated German lawyers and Law Firms in Berlin, Munchen and other major cities in Germany. We are mainly specialized in the main aspects of German Commercial Law, includi ... [More]