Buying a Ready-Made Company in Germany and Changing its Business Activity

Germany is one of the world’s leading economies, offering a stable and prosperous environment for businesses to thrive. For entrepreneurs and investors looking to establish a presence in Germany, buying a ready-made company can be an attractive option. In this article, we will explore the concept of buying a ready-made company in Germany and changing its business activity.

What is a Ready-Made Company?

A ready-made company, also known as a shelf company, is a pre-registered company that has not conducted any business activities. It is essentially a company that is already incorporated and ready to be used by a new owner. Ready-made companies can save time and effort, as the incorporation process is already complete.

Benefits of Buying a Ready-Made Company in Germany

• Time-saving: Buying a ready-made company saves time, as the company is already incorporated and registered.
• Quick start: With a ready-made company, you can start operating your business immediately.
• Existing bank accounts: Some ready-made companies come with existing bank accounts, making it easier to manage finances.

Changing the Business Activity of a Ready-Made Company in Germany

When buying a ready-made company in Germany, it is often necessary to change its business activity to align with your own business plans. This process is known as “change of business activity” or “change of corporate purpose.”

Steps to Change the Business Activity

1. Review the company’s articles of association: Check the company’s articles of association to see if they allow for a change of business activity.
2. Obtain shareholder approval: The shareholders must approve the change of business activity.
3. Amend the articles of association: The articles of association must be amended to reflect the new business activity.
4. Notify the commercial register: The change of business activity must be notified to the commercial register.

Buying a ready-made company in Germany with a change of business activity can be a viable option for entrepreneurs and investors. However, it is crucial to follow the necessary steps and comply with German regulations. It is recommended to seek professional advice to ensure a smooth transition.

Legal Requirements for Changing Business Activity

To change the business activity of a ready-made company in Germany, you must comply with the relevant laws and regulations. The German Commercial Code (Handelsgesetzbuch) and the Stock Corporation Act (Aktiengesetz) or the Limited Liability Company Act (GmbH-Gesetz) govern the process.

Documentation Required

The following documents are typically required to change the business activity:

• A resolution of the shareholders approving the change of business activity
• An amended version of the company’s articles of association
• A notarized deed of amendment
• A registration application to be filed with the commercial register

Tax Implications

Changing the business activity of a ready-made company in Germany may have tax implications. The company’s tax obligations will depend on the new business activity. It is essential to consult with a tax advisor to understand the tax implications and ensure compliance with German tax laws.

Value-Added Tax (VAT) Registration

If the new business activity is subject to VAT, the company must register for VAT. The company must also notify the relevant authorities of any changes to its business activity that may affect its VAT obligations.

Notifying Relevant Authorities

In addition to the commercial register, other authorities may need to be notified of the change in business activity. These may include:

• The local trade office (Gewerbeamt)
• The tax office (Finanzamt)
• The relevant industry-specific regulatory bodies

Buying a ready-made company in Germany and changing its business activity requires careful planning and compliance with German laws and regulations. It is recommended to seek professional advice to ensure a smooth transition and avoid any potential risks or liabilities.

Alexander Braun, Corporate Solutions Manager
Expert in German company structures, business registration procedures, and corporate support services. Works with international clients interested in establishing businesses in Germany.