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Company Law Reform: New „Unternehmergesellschaft“ is not a “new” company form

February 16th, 2009  |  Published in What's going on in Germany?!

The German Company Law Reform, effective since 1 November 2008, introduced a so-called “light” version of the regular Limited Liability Company (GmbH), the “Unternehmergesellschaft (haftungsbeschränkt)” (UG), which can be founded with only EUR 1. The German government has recently clarified, however, that the UG is not a separate company form, but rather merely a variation of the GmbH. The government noted that rules regarding the UG can be
found in the GmbH Law and that apart from some special rules, the general rules for the GmbH are applicable.

The UG is, however, an interesting variation for start-ups or other types of companies, since these can now be formed without a minimum capital. Since the UG is obliged to reserve a portion of its profits until the ordinary minimum capital of EUR 25,000 (approx. USD 34,000) is reached, successful UGs will generally become full-fledged GmbHs at some point.

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