Aktiengesellschaft (AG) in das Handelsregister eintragen

• §§ 1, 3, 14, 23, 26, 27, 36, 37, 76, 95 Aktiengesetz (AktG)
• § 12 Handelsgesetzbuch (HGB) - Anmeldungen zur Eintragung und Einreichungen
• § 24 Verordnung über die Einrichtung und Führung des Handelsregisters (HRV)
• Verordnung über Gebühren in Handels-, Partnerschafts- und Genossenschaftsregistersachen (HRegGebV)
• Gesetz über Kosten der freiwilligen Gerichtsbarkeit für Gerichte und Notare (Gerichts- und Notarkostengesetz – GNotKG), Anlage 1 (zu § 3 Abs. 2) Kostenverzeichnis, Nr. 21100 ff. Notargebühren
• § 39a Beurkundungsgesetz (BeurkG) - Einfache elektronische Zeugnisse

The AG only becomes a legal entity when it is entered in the commercial register by a notary's office. As the AG is a corporation, it is entered in section B of the commercial register.

Single point of contact

You can use the service of the Single Point of Contact for this procedure. They will guide you through the process, take care of correspondence with all the offices responsible for your matter and provide you with expert advice.

The registration must also include

• a domestic business address
• Type and scope of the power of representation of the members of the Management Board

The following documents are required:

• Registration
• Articles of association and the documents in which the articles of association and the acquisition of shares by the founders have been established
• Deeds of appointment of the Management Board and the Supervisory Board
• in the case of the granting of special benefits, contributions in kind or acquisitions in kind, the contracts on which the determinations are based or which have been concluded for their execution, as well as a calculation of the formation costs to be borne by the company
• A list of the members of the Supervisory Board, stating their surname, first name, profession and place of residence
• Proof that the amount paid in is finally at the free disposal of the Management Board (bank confirmation)
• Foundation report
• Audit reports of the members of the Management Board and the Supervisory Board as well as the founding auditors together with their documentary evidence
• Authorisation certificate if the object of the company or another provision of the articles of association requires state approval

Further documents may be required in individual cases.

foundation in accordance with regulations

• Fees for notarial activity and entry in the register
• Expenses for the public announcement

To submit an application, contact a notary.

• The notary will advise you on how to formulate the application.
• The application is made exclusively by electronic means and a publicly notarised document is created for this purpose (the document can also be notarised by video communication from 1 August 2022).
• The declaration is provided with an electronic signature and sent to the electronic court and administrative mailbox of the registry court.

Changes

Have key details about your company, such as the registered office, legal form or authorised representatives, changed? Then have the commercial register entry corrected immediately.

The entry is made in the same way exclusively via a notary.

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If the registry court refuses to enter the stock corporation in the commercial register, an appeal may be lodged in accordance with section 382 (4) sentence 2 FamFG pursuant to section 58 (1) FamFG or, if applicable, an appeal on points of law pursuant to section 70 (1) FamFG.