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Not to defend German bureaucracy but if you are serious and want results this is not how you do it. If you want a GmbH quickly there are specialized lawyers th

Not to defend German bureaucracy but if you are serious and want results this is not how you do it. If you want a GmbH quickly there are specialized lawyers that maintain a pool of freshly founded GmbH's for you to buy. Everything is set up for you to start. If you don't like certain things like the company name, you can always change it later. That being said, I know plenty of people who founded their GmbH themselves and it went smoothly. It's not that it can't be done, it's more that OP chose an overly complicated and untypical scheme and was surprised about the complications.

flopbob 4mo ago
Especially the combination of UG & Co KG. Never heard that one!
- weinzierl 4mo ago
  Yes, my suspicion is that OP went to a lawyer and said: "I want to minimize my risk as much as possible, what do I do?" And of course, lawyers being lawyers, answered you need to wear both a belt and suspenders. This is the answer you'd expect from a lawyer. It is your responsibility as a founder to do the risk assessment. The fact that almost no one wears both a belt and suspenders might have been a hint.
  - jeroenhd 4mo ago
    > went to a lawyer They studied AI and are building an AI company. I doubt the idea for the business structure come from a lawyer, to be honest. Especially such an overcomplicated setup with so many real-world issues that they're running into right now.
    - deleted 4mo ago
      [deleted]
nish1500 4mo ago
I incorporated a GmbH with Musterprotokolle and it still look me longer than OP.
earcar 4mo ago
> there are specialized lawyers that maintain a pool of freshly founded GmbH's for you to buy It doesn't sound easy nor cheap to buy a company and change the company name. UG & Co. KG has a couple of advantages and while it did add some money and time to the table, it doesn't change the story. Notaries in the US are the price of a dinner. Many people have waited up to 6 months to receive their VAT ID from Berlin.
- eqvinox 4mo ago
  > from Berlin That's your problem right there. If you live in Berlin, take the 2 hours and go to Hamburg or Leipzig before doing anything that needs a working bureaucracy.
  - earcar 4mo ago
    I'm not 100% sure, but I believe there was an issue with the "place of effective management" or perhaps the company address not being in your federal state.
    - eqvinox 4mo ago
      You probably would've needed to get an address there somehow, yes. There's services that do that for you, the non-shady ones being provided by lawyers and notaries. [ed.: a tiny office in Leipzig is pretty cheap too, but you'd need to ensure mail doesn't pile up there unchecked.] Unfortunately I'm not joking about this entire thing. Berlin's underfunded, overstressed bureaucracy is to be avoided like the plague. [ed.2: to be clear, it'll still not be great. Just less bad.]
      - ExpertAdvisor01 4mo ago
        You need to demonstrate real substance (such as actually managing/working from there e.g in your case Leipzig ) . If you can't prove real substance they will just shift it back to berlin and you could be also held liable for tax evasion (if there is a lower gewerbehebel )
blablabla123 4mo ago
> If you want a GmbH quickly there are specialized lawyers that maintain a pool of freshly founded GmbH's for you to buy. That. It's possible to go even simpler if no limited liability is needed. Just Gewerbeanmeldung costs maybe 30€ and takes less than a month normally. Large cities even have online forms for this. Also the reporting duties are much simplified. ChatGPT and some accounting software are very helpful. Although a tax consultant and probably a liability insurance are recommended to avoid bad surprises.
quadrifoliate 4mo ago
> If you want a GmbH quickly there are specialized lawyers that maintain a pool of freshly founded GmbH's for you to buy. The fact that this absurd situation exists is a huge proof that the bureaucracy has gotten out of hand and that Germany is unfriendly to starting new businesses.
- TomK32 4mo ago
  There's weirder things in existence like SPAC https://en.wikipedia.org/wiki/Special-purpose_acquisition_company https://en.wikipedia.org/wiki/Special-purpose_acquisition_co...
- moooo99 4mo ago
  > The fact that this absurd situation exists is a huge proof that the bureaucracy has gotten out of hand and that Germany is unfriendly to starting new businesses. While this is somewhat true, this is not an indication. You can start a business tomorrow for a fee of 30€. Even a normal UG is somewhat quick to set up and less expensive. Just because you insist on some non standardized company setup is not a good indication for an economy
- weinzierl 4mo ago
  Well, German bureaucracy is out of hand but selling freshly founded (or sometimes deliberately aged) companies to speed up and ease the founding process is neither absurd nor uncommon. I think the business of selling shelf companies exists to some degree everywhere. I makes a lot of sense too. This is a one-time fee for something you gain nothing from and you learn nothing useful from.
- higginsniggins 4mo ago
  Sounds like a great opportunity to build a markplace of these entities, where sellers can sell them to buyers and the marketplace automates as much of the paperwork as possible.

flopbob 4mo ago

Especially the combination of UG & Co KG. Never heard that one!

weinzierl 4mo ago
Yes, my suspicion is that OP went to a lawyer and said: "I want to minimize my risk as much as possible, what do I do?" And of course, lawyers being lawyers, answered you need to wear both a belt and suspenders. This is the answer you'd expect from a lawyer. It is your responsibility as a founder to do the risk assessment. The fact that almost no one wears both a belt and suspenders might have been a hint.
- jeroenhd 4mo ago
  > went to a lawyer They studied AI and are building an AI company. I doubt the idea for the business structure come from a lawyer, to be honest. Especially such an overcomplicated setup with so many real-world issues that they're running into right now.
  - deleted 4mo ago
    [deleted]

nish1500 4mo ago

I incorporated a GmbH with Musterprotokolle and it still look me longer than OP.

earcar 4mo ago

> there are specialized lawyers that maintain a pool of freshly founded GmbH's for you to buy It doesn't sound easy nor cheap to buy a company and change the company name. UG & Co. KG has a couple of advantages and while it did add some money and time to the table, it doesn't change the story. Notaries in the US are the price of a dinner. Many people have waited up to 6 months to receive their VAT ID from Berlin.

eqvinox 4mo ago
> from Berlin That's your problem right there. If you live in Berlin, take the 2 hours and go to Hamburg or Leipzig before doing anything that needs a working bureaucracy.
- earcar 4mo ago
  I'm not 100% sure, but I believe there was an issue with the "place of effective management" or perhaps the company address not being in your federal state.
  - eqvinox 4mo ago
    You probably would've needed to get an address there somehow, yes. There's services that do that for you, the non-shady ones being provided by lawyers and notaries. [ed.: a tiny office in Leipzig is pretty cheap too, but you'd need to ensure mail doesn't pile up there unchecked.] Unfortunately I'm not joking about this entire thing. Berlin's underfunded, overstressed bureaucracy is to be avoided like the plague. [ed.2: to be clear, it'll still not be great. Just less bad.]
    - ExpertAdvisor01 4mo ago
      You need to demonstrate real substance (such as actually managing/working from there e.g in your case Leipzig ) . If you can't prove real substance they will just shift it back to berlin and you could be also held liable for tax evasion (if there is a lower gewerbehebel )

blablabla123 4mo ago

> If you want a GmbH quickly there are specialized lawyers that maintain a pool of freshly founded GmbH's for you to buy. That. It's possible to go even simpler if no limited liability is needed. Just Gewerbeanmeldung costs maybe 30€ and takes less than a month normally. Large cities even have online forms for this. Also the reporting duties are much simplified. ChatGPT and some accounting software are very helpful. Although a tax consultant and probably a liability insurance are recommended to avoid bad surprises.

quadrifoliate 4mo ago

> If you want a GmbH quickly there are specialized lawyers that maintain a pool of freshly founded GmbH's for you to buy. The fact that this absurd situation exists is a huge proof that the bureaucracy has gotten out of hand and that Germany is unfriendly to starting new businesses.

TomK32 4mo ago
There's weirder things in existence like SPAC https://en.wikipedia.org/wiki/Special-purpose_acquisition_company https://en.wikipedia.org/wiki/Special-purpose_acquisition_co...
moooo99 4mo ago
> The fact that this absurd situation exists is a huge proof that the bureaucracy has gotten out of hand and that Germany is unfriendly to starting new businesses. While this is somewhat true, this is not an indication. You can start a business tomorrow for a fee of 30€. Even a normal UG is somewhat quick to set up and less expensive. Just because you insist on some non standardized company setup is not a good indication for an economy
weinzierl 4mo ago
Well, German bureaucracy is out of hand but selling freshly founded (or sometimes deliberately aged) companies to speed up and ease the founding process is neither absurd nor uncommon. I think the business of selling shelf companies exists to some degree everywhere. I makes a lot of sense too. This is a one-time fee for something you gain nothing from and you learn nothing useful from.
higginsniggins 4mo ago
Sounds like a great opportunity to build a markplace of these entities, where sellers can sell them to buyers and the marketplace automates as much of the paperwork as possible.