Registration of a partnership limited by shares (KGaA) in the commercial register
Description
The partnership limited by shares (KGaA) only becomes a legal entity upon entry in the commercial register. Since the KGaA is a corporation, it is entered in section B of the commercial register.
The following information is required:
- Domestic business address
- Type and scope of the power of representation of the personally liable partners
- Registration
- Certificate of incorporation with articles of association
- Certificate of appointment of the supervisory board
- List of the members of the Supervisory Board with their surname, first name, profession and place of residence
- Proof that the amount paid in is finally at the free disposal of the personally liable partners (bank confirmation)
- Foundation report
- Audit reports of the personally liable partners and the members of the supervisory board as well as the formation auditors together with their documentary evidence
- in the case of Sections 26 or 27 of the German Stock Corporation Act (AktG), the agreements on which the determinations are based or which have been concluded for their execution, as well as a calculation of the formation expenses to be borne by the company
- a certificate of approval, if the object of the company or another provision of the articles of association requires state approval
Other documents may be required in individual cases.
The amount of the fee for the registration is determined by the Court and Notary Fees Act in conjunction with the Ordinance on Fees in Commercial, Partnership and Cooperative Register Matters. In addition, expenses are incurred for the public announcement of the registration.
The jurisdiction lies with the district court of Stendal as the central register court.
Registration
To apply, contact a notary public.
- The notary will advise on the formulation of the application.
- The application is made only electronically, for this purpose a publicly certified document is created.
- The declaration is provided with an electronic signature (within the meaning of § 39a Beurkundungsgesetz/BeurkG) and sent to the electronic court and administrative mailbox of the registry court.
Changes
Significant details about your company, such as the registered office, legal form or authorized representatives, have changed? Then please have the commercial register entry corrected without delay.
The entry is made in the same way exclusively by a notary public.
- § 8a Handelsgesetzbuch
- § 10 Handelsgesetzbuch
- § 12 Handelsgesetzbuch
- § 14 Aktiengesetz (AktG)
- § 36 Aktiengesetz (AktG)
- § 37 Aktiengesetz (AktG)
- § 278 Aktiengesetz (AktG)
- § 280 Aktiengesetz (AktG)
- § 282 Aktiengesetz (AktG)
- Gesetz über Kosten der freiwilligen Gerichtsbarkeit für Gerichte und Notare (Gerichts- und Notarkostengesetz – GNotKG)
- Verordnung über Gebühren in Handels-, Partnerschafts- und Genossenschaftsregistersachen (HRegGebV), Anlage (zu § 1) Gebührenverzeichnis
- German Stock Corporation Act (Aktiengesetz)
No technical release
The text was automatically translated based on the German content.
