We find that stock corporations (Aktiengesellschaft, AG) usually enjoy a strong reputation among business partners and investors. However, the monetary and time investment needed to found an AG are quite high, and AG’s are subject to a large range of obligations in day-to-day business. The AG is liable to pay corporate income tax, solidarity surcharge and also trade tax.
In theory, anybody can form their own AG because there are only two main founding obligations to consider. Firstly, the AG must have a minimum share capital of EUR 50,000 (which must be invested by the founders themselves) and secondly, the articles of association have to be certified by a notary. Legal counsel is strongly recommended to help draw up the articles of association. The German Bar Association (Deutscher Anwaltverein e.V.) provides a list of official German lawyers.
Appointing the Management
It’s the responsibility of the founding shareholders to appoint the first auditor (Abschlußprüfer) and supervisory board (Aufsichtsrat), who will in turn work together to appoint the first management board (Vorstand). The appointment of the auditors and supervisors must also be notarized. The group of founds must also prepare a formation report with all the details of the AG, this report has to be reviewed and agreed upon by the boards.
The AG itself will be managed by its management board. Neither the supervisory board nor the shareholders can or should exercise direct influence on the management.
The AG itself will come into existence as soon as it’s registered in the commercial register (Handelsregister). The application must be approved by the founding shareholders, the supervisory board and the management before it’s signed by a notary. In addition, the AG must be registered with their local trade office (Gewerbe- oder Ordnungsamt). For more information about registering your business, please read the chapter “Business Information – Report Briefing”.