Business Registration

Commercial Register

The Commercial Register (Handelsregister) is the central register for registering the information that certain commercial businesses are obliged by law to disclose. These are businesses that, due to the volume of their turnover, must carry out proper, commercial accounting practices and are therefore governed by the German Commercial Code (Handelsgesetzbuch - HGB). This generally applies to businesses whose annual turnover exceeds € 250,000 and whose annual profits exceed € 25,000.

Limited liability corporations and stock companies also have to be recorded, as the Commercial Register also contains the Register of Companies.

The only exception to this are agricultural businesses and the liberal professions (freie Berufe), which roughly include the medical professions, legal and tax advisers, accountants, and practitioners of the fine arts.

The Commercial Register contains the following data:

• official name and official address of the company
• corporate objects
• legal form
• proprietor/s or shareholder/s
• information regarding legal representation
• shareholdings and annual financial statements of corporations
• opening of insolvency procedures in the event of insolvency

To ensure that the information in the Commercial Register can be relied on, the entries must be notarized and filed by a notary public at the Commercial Register of the competent municipal court (Amtsgericht). Once an entry is registered, it can be inspected by anyone for a small fee. The entries are also available free of charge via the official website of the Commercial Register or through the online Company Register (Unternehmensregister).

Apart from providing reliable information, the register also serves to strengthen the effectiveness of business transactions. Because the register is readily accessible to the public, the Commercial Code stipulates that any matters that have been registered in it are deemed to be publicly known, knowledge of which cannot be denied in a court of law. The register therefore ensures transparency with respect to the registered legal relationships.

In order to ensure such transparency, the registration of certain specific information is mandatory. Any companies failing to register such information will be reported by the responsible Commercial Trades Office and the responsible Tax Office to the register courts, which are authorized to impose fines for this.

For small and agricultural businesses that are not organized as limited liability or stock corporations, registration in the Commercial Register is optional. However, these companies must be aware of the consequences of registration: the provisions of German commercial law will then apply to their business relations, which are highly efficient but less protective than the provisions of general civil law. More information on the effects of commercial law is available on our site dealing with German contract law.

Members of the liberal professions who organize their business undertakings in the form of professional partnerships (Partnerschaftsgesellschaft - ''... & Partner'') must be registered in the Partnership Register (Partnerschaftsregister); businesses organized as cooperatives (eingetragene Genossenschaft - e.G.) must be registered in the Register of Cooperatives.

For European service providers, the German network of points of single contact provides individual assistance with the relevant administrative regulations and procedures. They guide you through all of the relevant application procedures.