GmbH Setup Costs in Germany 2026: Notary and Register Fees

Setting up a standard GmbH with two shareholders costs about €1,051 in official fees: €719.95 for the notary (including VAT), €300.00 for the commercial register and €31.00 for the trade office in Berlin. A one-person GmbH using the statutory model protocol costs about €607, and a UG with €1,000 capital about €465.

On top of that you need the share capital: at least €12,500 paid in before a GmbH can be registered, or the full amount for a UG. It stays the company's money. Legal and tax advice, a bank account and translations are extra, and no official source sets them.

The order is fixed by law: the company exists as a GmbH only once it is entered in the commercial register (GmbHG § 11).

• Articles of association, signed before a notary (GmbHG § 2). This can be done in person or by video call with the notary (§ 2(3)). With up to three shareholders and one managing director you can use the statutory model protocol instead of drafting your own articles (§ 2(1a)).
• Appoint the managing director, in the articles or by shareholder resolution (GmbHG § 6(3)).
• Pay in the share capital: at least a quarter of each share and €12,500 in total for a GmbH, or the full amount for a UG (GmbHG § 7(2), § 5a(2)). In practice this needs a business bank account in the company's name.
• File for registration with the commercial register, through the notary, with the list of shareholders and the managing directors' declarations (GmbHG §§ 7, 8).
• Notify the trade office (Gewerbeanmeldung) when business starts (GewO § 14). Doing this within one week also counts as notifying the statutory accident insurer (SGB VII § 192).
• Register for tax: send the tax office the registration details electronically within one month (AO § 138(1b), (4)).
• Report the beneficial owners to the transparency register (GwG § 20).
• Before hiring, apply to the Federal Employment Agency for an establishment number for payroll and social insurance reporting (SGB IV § 18i).

Two shareholders, own articles of association, €25,000 share capital paid in cash, managing director appointed by shareholder resolution in the deed. Notary fees follow Table B of the GNotKG, applied to a "value" set by law. For articles of association the value is the share capital but at least €30,000 (§ 107(1)), so a €25,000 GmbH is charged as if it had €30,000. A resolution appointing the managing director is a separate item (§ 110 no. 1) valued at another €30,000 (§ 108(1) with § 105(4) no. 1), and the two are added together (§ 35(1)).

A GmbH with up to three shareholders and one managing director can be formed with the model protocol (Musterprotokoll) in Annex 1 of the GmbH Act. It combines the articles, the managing director's appointment and the list of shareholders in one document, but nothing in it can be changed (GmbHG § 2(1a)). In return there is no €30,000 minimum value: the fee is based on the actual share capital (GNotKG § 105(6), § 107(1)).

With one shareholder the deed is a one-sided declaration, so the fee is 1.0 rather than 2.0. With two or three shareholders it is a contract and the 2.0 fee applies: €230.00 instead of €115.00 before VAT at €25,000.

A UG (haftungsbeschränkt) is a GmbH with less than €25,000 share capital, often €1,000 or less. The capital must be paid in full before registration and can only be cash. The company must put a quarter of each year's profit into a reserve until it raises its capital to €25,000 (GmbHG § 5a).

At low values the notary's minimum fees apply: €60 for the deed and €30 for the register filing. The commercial register charges the same €225 entry fee as for a GmbH (HRegGebV no. 2100).

The register court charges a fixed fee for entering the company, whatever its size, plus one third of that fee for making the register data available online. A non-cash contribution, such as equipment or an existing business, raises the entry fee.

These are often the larger part of the bill, but they depend on the provider. Get quotes:

• Legal advice on the articles of association, shareholder agreements and managing director contracts.
• A tax adviser to set up bookkeeping and payroll. The ongoing fees follow a statutory scale: see GmbH running costs.
• A business bank account, needed in practice to pay in the share capital.
• Translations and certified documents, if any of the paperwork is in another language or a shareholder is a foreign company.
• A registered address in Germany: the register filing must give a domestic business address (GmbHG § 8(4)).

The one-off official fees for a GmbH are small, about €1,051. The bigger commitments are the share capital, advice, and the annual running costs: see GmbH running costs. An Employer of Record needs no company of your own, but in Germany the 18-month limit on employee leasing often decides the question: see AÜG and EOR in Germany. To compare total costs for your headcount, use the EOR vs entity calculator.