Registration of mini-GmbH in Germany
Unternehmergesellschaft (UG) is a legal form known as a mini-LLC (mini-GmbH). The reason for assigning such a name is the content of the main provisions on this OPF in the Law on Limited Liability Companies (§5a GmbHG) and, consequently, the identity of the structure and registration procedure for these types of companies.
A distinctive feature of UG is the size of its authorized capital. Let us remind you that the minimum authorized capital of a GmbH is 25,000 EUR, but in the case of a mini-LLC, the authorized capital at the time of registration may be only 1 EUR. However, it should be noted that in this case, the company is obliged to contribute 25% of profits annually as an increase in the capital reserve until its size becomes equal to 25,000 EUR. At this point, the company will become a full-fledged GmbH.
Thus, in addition to the requirement to transfer a quarter of the profits, a disadvantage of mini-GmbH may be the requirement that the company name contain an indication of the OPF: Unternehmergesellschaft or UG, which may lead counterparties to believe that the founders did not have sufficient funds for registration LLC. This fact may also affect the company’s creditworthiness.