{"id":2994,"date":"2016-06-02T13:11:40","date_gmt":"2016-06-02T11:11:40","guid":{"rendered":"http:\/\/www.wlappe.com\/en\/?p=2994"},"modified":"2020-01-22T12:15:44","modified_gmt":"2020-01-22T10:15:44","slug":"doing-business-in-berlin-v-incorporating-in-germany","status":"publish","type":"post","link":"https:\/\/www.wlappe.com\/en\/2016\/06\/doing-business-in-berlin-v-incorporating-in-germany.html","title":{"rendered":"Doing business in Berlin V: Incorporating in Germany"},"content":{"rendered":"<p>How to <b>manage legal issues<\/b> is one of the most common questions for new companies arriving in the city, and also one of the bigger fears. But for people who have already gone through the process, it was not a barrier and they remember it as a single step in the development of their business.<\/p>\n<p>I think the tip here is <b>to find a professional to get help<\/b>. Probably you\u2019ll need two profiles: accountant (here Steuerberater) and lawyer. They are not cheap and many of them are very busy, and finding one that understands the legislation of different countries and knows how to mix them, is not easy.<\/p>\n<p>And that will be your problem if you are coming from a different country. Also many times people look for someone who speaks their mother language. Probably that\u2019s a good idea not only because of the language, but also for coming from the same legislative roots and referrals.<\/p>\n<p>There are <b>not a lot of barriers for European companies looking to do business<\/b>. We have a common market and it works. In many countries you\u2019ll need to <strong>ask for your EU-VAT<\/strong> number and you can start invoicing. Some VAT issues are not straightforward, for instance in ecommerce you might apply the VAT of your customer country, while in other services you would use your own and there\u2019s an institution regulating of this, \u00a0but when you learn how it works it\u2019s not too complicated.<\/p>\n<p><img decoding=\"async\" class=\"aligncenter size-full wp-image-2995\" src=\"https:\/\/www.wlappe.com\/wp-content\/uploads\/2016\/06\/paperwork.jpg\" alt=\"paperwork\" width=\"100%\" height=\"auto\" srcset=\"https:\/\/www.wlappe.com\/wp-content\/uploads\/2016\/06\/paperwork.jpg 3200w, https:\/\/www.wlappe.com\/wp-content\/uploads\/2016\/06\/paperwork-300x169.jpg 300w, https:\/\/www.wlappe.com\/wp-content\/uploads\/2016\/06\/paperwork-768x432.jpg 768w, https:\/\/www.wlappe.com\/wp-content\/uploads\/2016\/06\/paperwork-1024x576.jpg 1024w\" sizes=\"(max-width: 3200px) 100vw, 3200px\" \/><\/p>\n<p><b>The main problem is with people<\/b>, where and how should founders pay taxes, and how to hire people.<\/p>\n<p>The main rule is that you pay taxes where you live, meaning where you spend more than 365\/2+1 days. But also having a house in a place could be considered residency and in Germany when you register with the city (Anmeldung) you are in the system. Double tax agreements exist letting you divide your tax liability between countries, but that means more paperwork.<\/p>\n<p>Because of the different tax and social systems and especially because of the different health systems, you could get into trouble. <b>Having health insurance in Germany is mandatory <\/b>and you have both public and private \u201cKrankenkasse\u201d with different services and prices. This is critical for foreigners to comply with, travel insurance doesn\u2019t count.<\/p>\n<p>For <b>freelancers<\/b>, getting a tax number is easy, but you still have to pay for health insurance. Also it\u2019s very controlled and punished (at least theoretically) when a freelancer is not really freelance and is working full time for a company as a \u201cfalse\u201d employee. \u00a0It\u2019s not clear what happens when you mix countries and a foreign company hires a German freelancer and vice versa.<\/p>\n<p>As general ideas <b>taxes are high, the control is effective, and the protection of workers is high<\/b>, making hiring quite expensive. On the other side the \u201cwellness\u201d system works (more or less).<\/p>\n<p>For <a href=\"https:\/\/www.hk24.de\/en\/produktmarken\/fairplay\/business_law\/expansion\/1159254\" target=\"_blank\" rel=\"noopener\"><b>existing companies<\/b>, creating a German<\/a> autonomous\/dependent branch is one of the most recommended options. The traditional <a href=\"https:\/\/www.gtai.de\/GTAI\/Navigation\/EN\/Invest\/Investment-guide\/Establishing-a-company\/Company-forms\/Corporations\/limited-liability-company-gmbh.html\" target=\"_blank\" rel=\"noopener\">GMBH (German LLC)<\/a> requires 25,000\u20ac share capital (at least 22,500 verifiably contributed in a bank account). A relatively new version \u201c<a href=\"https:\/\/www.gtai.de\/GTAI\/Navigation\/EN\/Invest\/Investment-guide\/Establishing-a-company\/Company-forms\/Corporations\/mini-gmbh-limited-liability-entrepreneurial-company.html\" target=\"_blank\" rel=\"noopener\">klein Unternehmen\u201d, formally UG<\/a>, requires only 1\u20ac but you add 25% of yearly profits to a reserve until you accrue 25k. Some people would not consider a UG a \u201cserious\/formal\u201d company.<\/p>\n<p>It\u2019s common that startups around Berlin are founded in UK or USA (Delaware) and that\u2019s not a problem. It\u2019s probably also not bad for international investors, but it could complicate getting things you would need from Germany, especially access to public support. There\u2019s also a complicated exit tax if you or your company leaves the country, I\u2019m not finding proper info, only some <a href=\"http:\/\/www.eversheds.com\/global\/en\/what\/articles\/index.page?ArticleID=en\/Chemicals\/Exit_taxes_and_Europe#germany\" target=\"_blank\" rel=\"noopener\">references<\/a> and <a href=\"http:\/\/www.ey.com\/GL\/en\/Services\/Tax\/International-Tax\/Alert--CJEU-endorses-former-German-exit-tax-rule-spreading-capital-gains-in-transferred-assets-over-10-years-under-freedom-of-establishment\" target=\"_blank\" rel=\"noopener\">news<\/a>.<\/p>\n<p>There are <b>grants <\/b>for new companies and supporting programs giving cheap credit that are focused on creating jobs (don\u2019t forget that Berlin has a high unemployment rate, but not in IT) and attracting talent and capital to the city. There are so many options but paperwork is necessary so my recommendation again is find someone to help you.<\/p>\n<p>Try to find a good professional and consider all these topics from the very start. Bumps along the way are not going to destroy a good business but will have an impact on the profits of the company and cash flow.<\/p>\n<p style=\"text-align: left;\"><b>From my Lean Startup perspective I recommend being focused on market and possibly investment.<\/b><\/p>\n<p>&nbsp;<\/p>\n<p>You can read more in:<br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/04\/doing-business-in-berlin-i.html\">Doing business in Berlin I<\/a><br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/05\/doing-business-in-berlin-ii-events-and-networking.html\">Doing business in Berlin II: events and networking<\/a><br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/05\/doing-business-in-berlin-iii-coworking-and-accelerators.html\">Doing business in Berlin III: coworking and accelerators<\/a><br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/05\/doing-business-in-berlin-iv-market-and-trends.html\">Doing business in Berlin IV: market and trends<\/a><br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/06\/doing-business-in-berlin-v-incorporating-in-germany.html\">Doing business in Berlin V: Incorporating in Germany<\/a><br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/06\/doing-business-in-berlin-vi-living-here.html\">Doing business in Berlin VI: Living here<\/a><br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/07\/doing-business-in-berlin-vii-salaries-and-taxes.html\">Doing business in Berlin VII: Salaries and taxes<\/a><br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/07\/doing-business-in-berlin-viii-hiring-in-berlin-and-what-to-expect-if-youre-looking-for-a-job.html\">Doing business in Berlin VIII: Hiring in Berlin (and what to expect if you\u2019re looking for a job)<\/a><br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/07\/doing-business-in-berlin-ix-final-thoughts.html\">Doing business in Berlin IX: final thoughts<\/a><br \/>\n<a href=\"https:\/\/www.wlappe.com\/en\/2016\/06\/brexit-an-opportunity-for-berlin-to-grow.html\">Brexit: an opportunity for Berlin to grow<\/a><\/p>\n","protected":false},"excerpt":{"rendered":"<p>How to manage legal issues is one of the most common questions for new companies arriving in the city, and also one of the bigger fears. But for people who have already gone through the process, it was not a barrier and they remember it as a single step in the development of their business. [&hellip;]<\/p>\n","protected":false},"author":2,"featured_media":2995,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[126,121],"tags":[124],"class_list":["post-2994","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-berlin","category-insights","tag-berlin"],"_links":{"self":[{"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/posts\/2994","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/users\/2"}],"replies":[{"embeddable":true,"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/comments?post=2994"}],"version-history":[{"count":4,"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/posts\/2994\/revisions"}],"predecessor-version":[{"id":3495,"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/posts\/2994\/revisions\/3495"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/media\/2995"}],"wp:attachment":[{"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/media?parent=2994"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/categories?post=2994"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/www.wlappe.com\/en\/wp-json\/wp\/v2\/tags?post=2994"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}