Statue of the GmbH

Author: Korts, Sebastian
ISBN-Number: 978-3-8005-4290-1
Publisher: Recht & Wirtschaft Frankfurt am Main; www.betriebs-berater.de
Edition/Year: 13. Edition 2008

Abstract:
The boom in “limited liability” companies, which applied following the rulings of the European Court of Justice (ECJ) on the European right of establishment in Germany – with more than 30,000 limited companies having been set up in the country over the past few years – has resulted in the level of the German legislation in the comprehensive body of regulations reflecting increasingly more critically on the establishment and the constitution of the German limited liability company (GmbH). The result of this reflection is the “Law on the Modernisation of the Private Limited Liability Company Right and on the Fight against Abuses”, abbr. MoMiG. The law came into effect on 1st of December 2008 and, besides the introduction of the so-called company (with limited liability), includes the most comprehensive reform of the limited liability company law since the decree of the limited liability company law (GmbH) in 1892.

The limited liability company (GmbH) is the most common company entity in Germany and is frequently used to run a commercial company, as a subsidiary company in the framework of structure of company group in terms of paragraph 15 ff. of the German Stock Companies Act (AktG) or as the general partner of limited partnership with a limited liability company (GmbH & Co. KG).