The one-off costs at a glance
| Item | Standard template (Musterprotokoll) | Individual articles of association |
|---|---|---|
| Notary: notarisation of the articles of association | approx. €130–250 | approx. €400–900 |
| Notary: certification of the commercial register application | approx. €60–80 | approx. €60–150 |
| Commercial register entry | approx. €150 | approx. €150–250 |
| Trade registration | €20–60 | €20–60 |
| Total (excluding advice) | approx. €400–550 | approx. €700–1,400 |
Notary fees are set by statute under the GNotKG and are based on the value of the transaction, usually the share capital. They are not negotiable — price differences only arise from how the articles of association are drafted.
Share capital: tied up, not spent
The minimum share capital is €25,000. For a cash formation, at least €12,500 must be paid in before registration; for a one-person GmbH, in practice, also half. The money belongs to the company and may be used for business operations — it is therefore not a lost expense but tied-up capital.
Standard template or individual articles of association?
The standard template (Musterprotokoll) is inexpensive but rigid: a maximum of three shareholders, one managing director, no deviating provisions on voting rights, succession or pre-emption rights. As soon as several shareholders with different roles are involved, individual articles of association are the more cost-effective option overall — later amendments incur notary fees again.
Other possible items
- Tax adviser for the opening balance sheet and tax registration: €300–800
- Legal advice on the articles of association: €500–2,500
- Non-cash formation report in the case of a non-cash formation: additional effort at the notary and register court
- Business bank account, trade mark search, domain, business equipment
Ongoing costs after formation
Realistically, per year: bookkeeping and annual financial statements from around €1,500, IHK membership fee from around €150, publication in the company register (Unternehmensregister) around €50, plus insurance and, where applicable, the cost of payroll processing. These items already clearly exceed the formation costs in the first year.
Tax treatment
The GmbH can only deduct formation costs as a business expense if the articles of association contain a formation cost clause — commonly an assumption of costs up to a certain amount, often €2,500 or ten percent of the share capital. If the clause is missing, the shareholders bear the costs privately.
Formalities and correspondence by post
The tax office, commercial register, trade association (Berufsgenossenschaft) and banks still communicate predominantly by letter. Plan for this correspondence from the outset — with an address for service and a reliable means of sending your own letters.