Kommanditgesellschaft auf Aktien (KGaA) in das Handelsregister eintragen

• §§ 14, 26, 27, 36, 36a, 37, 278, 280, 282 Aktiengesetz (AktG)
• § 12 Handelsgesetzbuch (HGB) - Anmeldungen zur Eintragung und Einreichungen
• Gesetz über Kosten der freiwilligen Gerichtsbarkeit für Gerichte und Notare (Gerichts- und Notarkostengesetz – GNotKG)
• Verordnung über Gebühren in Handels-, Partnerschafts- und Genossenschaftsregistersachen (HRegGebV), Anlage (zu § 1) Gebührenverzeichnis
• §§ 39a, 40a Beurkundungsgesetz (BeurkG) - Einfache elektronische Zeugnisse, Beglaubigung einer Unterschrift

The partnership limited by shares (KGaA) only becomes a legal entity when it is entered in the commercial register. Since the KGaA is a corporation, it is entered in section B of the commercial register.

Single point of contact (Einheitlicher Ansprechpartner)

For this procedure you can use the services of the Single Point of Contact. This person will guide you through the procedure, take care of the correspondence with all the offices responsible for your matter and will be at your side as a competent advisor.

The application must state:

• a domestic business address
• The type and extent of the power of representation of the general partners

The following documents are required:

• Registration
• Certificate of incorporation with articles of association
• Certificate of appointment of the supervisory board
• List of the members of the supervisory board with the name, first name, profession and place of residence of the members
• Proof that the amount paid in is finally at the free disposal of the personally liable partners (bank confirmation)
• Foundation report
• Audit reports of the personally liable partners and the members of the supervisory board as well as the formation auditors together with their documentary evidence
• 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 expenses to be borne by the company
• A certificate of approval 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.

• The Company shall be applied for registration in the Commercial Register by all founders and the members of the Supervisory Board.
• The application for registration in the Commercial Register may only be made when the amount claimed by the general partners has also been duly paid up for each share to be taken over in cash.

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

To make the application, contact a notary.

• The notary will advise you on the formulation of the application.
• The application is made exclusively by electronic means, for which a publicly certified document is created. The document can also be certified by means of video communication from 01.08.2022.
• The declaration is provided with an electronic signature and sent to the electronic court and administrative mailbox of the registry court.

Changes

Have significant details about your company, such as the registered office, legal form or authorised representatives, changed? Then have the entry in the commercial register corrected without delay.

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

none

If the registration court refuses to enter the partnership limited by shares in the commercial register, an appeal pursuant to section 382 (4) sentence 2 FamFG or, if applicable, an appeal on a point of law pursuant to section 70 (1) FamFG may be filed.