German Branch Office Registration


Regarding founding costs there are differences between the UG and the GmbH, because in the case of the GmbH one has to expect higher notary costs. The Open of Branch Office in Germany resembles in procedure to the situation where a private person were about to establish the limited liability company to be registered. In this case there would also be a person that ulterior to German affiliated company founding would manage the company’s affairs. Thus, the appointment of a manager is mandatory.
    What documents are there necessary for the establishment of Branch Office in Germany, or how to open a subsidiary in germany?
    In case the German commercial company is registered by another commercial company, the following company documents are necessary to be delivered by the founding member:
     

1. Decision

     

2. Actual Company Excerpt

     

3. Articles of Incorporation

     

4. Certificate of Fiscal Residence from the Tax and Financial Control

     

5. Bank Confirmation attesting that the company already has a current bank account

     

6. Corporate Resolution.

    

From the above mentioned six documents the first five do not need any special explanation, because these documents are to be partially detained by the company proprietor. Yet, the ones he does not detain can be obtained in a few days at the corresponding administrative offices and institutions.     Point six requires explanation because the commercial company needs to mention certain aspects within this resolution, in order for this to be acceptable at the German Registry Court. The corporate resolution is issued by the company managers and needs to be signed by all members, including the manager. Within the company resolution the company leaders decide to establish a subsidiary company in Germany for which they would like to obtain the German tax reference number. The resolution needs to mirror the entire company information, like court registry number, VAT tax reference number, company name, headquarters address, the owners and manager’s entire personal data, such as name, place and date of birth, address, identity card or passport number, its issuing date, personal identification number, whereas the company appoints a person in charge of the German affiliated company that would manage the company’s activity. This appointed person’s entire personal data needs to be encompassed within the resolution, this person needing to be mandated in the name of the holding company to sign all documents related to German affiliated company registration.
    The affiliated company needs to have a Virtual Office too. This can also be provided by our agency. The corporate resolution needs to encompass the company’s headquarters address, which is represented by our office’s address.
    Naturally, all these documents need to be translated by a licensed translator into the German language and need to be authenticated by the notary, in order to be accepted as authentic documents by the Chamber of Industry and Commerce.
    The moment all these documents are at our disposal the appointed manager needs to travel to Berlin in order to sign the registration application. In case he is not willing to travel to fulfill signatures, the registration can be arranged by a mandate. This document needs to be issued by the manager of the holding company for our co-worker, giving him the right to register the affiliated company at the Chamber of Industry and Commerce, the tax office and the Registry Court.

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