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A Formation Document (Gründungsdokument) establishes the legal existence of a company under German law. It spells out essential details like the company's name, registered office, business purpose, and starting capital. For GmbHs, this takes the form of Articles of Association (Gesellschaftsvertrag), while AGs require a Statute (Satzung).

This foundational paperwork must be notarized and filed with the Commercial Register (Handelsregister) before your business can legally operate. It sets the rules for how your company will run, who can make decisions, and what happens if shareholders want to sell their stakes. German courts and regulators rely on these documents to verify corporate compliance and resolve disputes.

Formation Documents become essential when you're ready to start a new business entity in Germany. This isn't just paperwork - it's your company's legal foundation. Use it during the initial setup phase, before conducting any official business operations or signing contracts as a company.

The timing matters because German law requires Formation Documents to be filed with the Commercial Register before your company gains legal status. Banks need these documents to open business accounts, and potential business partners often request them to verify your company's legitimacy. Having them ready early helps avoid delays in securing permits, establishing credit lines, or beginning operations.

• Articles of Association (GmbH): The standard Formation Document for limited liability companies, defining ownership structure, capital requirements, and management roles
• Stock Corporation Statute (AG): Used for public companies, containing stricter governance rules and shareholder rights provisions
• Partnership Agreement (KG/OHG): Simpler Formation Documents for personal companies, focusing on partner relationships and profit sharing
• Basic Formation Document: A streamlined version for small businesses (Kleinunternehmen), covering essential legal requirements
• Branch Office Formation: Modified documents for establishing German branches of foreign companies

• Company Founders: Initiate and sign the Formation Document, setting initial business structure and capital commitments
• Notaries: Verify identities, authenticate signatures, and ensure the document meets legal requirements
• Commercial Register Officials: Review and process Formation Documents for official registration
• Legal Counsel: Draft and review documents, ensuring compliance with German corporate law
• Shareholders: Bound by the document's terms regarding voting rights, profit sharing, and transfer restrictions
• Managing Directors: Operate within the authority and limitations defined in the Formation Document

• Company Details: Gather full legal names of founders, business address, and intended company name
• Business Purpose: Define your company's activities clearly and broadly enough for future flexibility
• Capital Structure: Determine starting capital, share distribution, and contribution methods
• Management Setup: Decide on director roles, signing authorities, and decision-making processes
• Documentation: Collect founders' ID documents and proof of capital deposits
• Digital Platform: Use our system to generate a legally compliant Formation Document template
• Notary Appointment: Schedule authentication after all details are finalized

• Company Identity: Legal name, registered office address, and business purpose
• Share Capital: Total capital amount, share values, and payment terms
• Shareholder Details: Names, addresses, and shareholding percentages
• Management Structure: Powers and limitations of managing directors
• Decision Making: Shareholder meeting rules and voting procedures
• Transfer Provisions: Rules for selling or transferring shares
• Dissolution Terms: Procedures for company termination or liquidation
• Governing Law: Clear statement of German law application

While Formation Documents and Articles of Incorporation might seem similar, they serve distinct purposes in German business law. Formation Documents (Gründungsdokumente) provide the comprehensive foundation for any new business entity, while Articles of Incorporation focus specifically on stock corporations (AG) and their structural requirements.

• Scope and Detail: Formation Documents cover all company types and include operational details, while Articles of Incorporation primarily address shareholder rights and corporate governance
• Legal Requirements: Formation Documents need notarization for all entity types, while Articles of Incorporation require additional supervisory board provisions and stricter capital rules
• Flexibility: Formation Documents can be customized for various business structures, but Articles of Incorporation must follow more rigid statutory requirements
• Amendment Process: Formation Documents often allow simpler modification procedures, while changing Articles of Incorporation requires shareholder approval and specific registration steps