Buying a Ready-Made Company with Change of Business Activity in Germany

Are you looking to start a business in Germany but don’t want to go through the hassle of setting up a company from scratch? Look no further. A ready-made company for sale with a change of business activity in Germany might be the perfect solution for you.

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 a company that has been set up by a third party, usually a law firm or a company formation agent, and is then sold to a buyer.

Benefits of Buying a Ready-Made Company in Germany

• Quick Setup: With a ready-made company, you can start operating immediately, as the company is already registered with the relevant authorities.
• Simplified Process: Buying a ready-made company eliminates the need to go through the complex process of setting up a new company.
• Established History: A ready-made company has an established history, which can be beneficial when dealing with banks, suppliers, and customers.

Change of Business Activity in Germany

In Germany, it is possible to change the business activity of a ready-made company. This process is known as “Gegenstandänderung” in German. The change of business activity allows you to adapt the company’s purpose to your business needs.

To change the business activity, you will need to:

1. Notarize a resolution to change the company’s articles of association.
2. Register the change with the commercial register (Handelsregister).
3. Obtain any necessary licenses and permits for your new business activity.

Why Sell a Ready-Made Company with Change of Business Activity?

Selling a ready-made company with a change of business activity provides an excellent opportunity for entrepreneurs to start a business in Germany quickly and efficiently. It allows you to:

• Test the Market: Enter the German market without committing to a specific business activity long-term.
• Adapt to Changing Circumstances: Adjust your business strategy as needed, without being tied to a specific business activity.

Buying a ready-made company with a change of business activity in Germany can be an attractive option for entrepreneurs looking to establish a presence in the German market. With its quick setup, simplified process, and established history, it’s an opportunity worth considering.

Key Considerations When Buying a Ready-Made Company in Germany

Before purchasing a ready-made company, it’s essential to conduct thorough due diligence. This includes reviewing the company’s financial records, ensuring it has no outstanding liabilities or debts, and verifying its registration details.

• Financial Records: Review the company’s financial statements to ensure it has a clean financial history.
• Liabilities and Debts: Confirm that the company has no outstanding debts or liabilities that could impact your business.
• Registration Details: Verify the company’s registration details with the relevant authorities.

Tax Implications

When buying a ready-made company, it’s crucial to consider the tax implications. You should consult with a tax advisor to understand the tax obligations and potential benefits associated with the company.

Some key tax considerations include:

• Corporate Tax: Understand the company’s corporate tax obligations and any potential tax liabilities.
• Value-Added Tax (VAT): Register for VAT if the company’s annual turnover exceeds the VAT threshold.
• Other Taxes: Consider other taxes that may apply, such as trade tax or property tax.

Finding the Right Ready-Made Company

To find a suitable ready-made company, you can work with a reputable company formation agent or law firm that specializes in ready-made companies. They can help you navigate the process and ensure that you find a company that meets your business needs.

When searching for a ready-made company, consider the following factors:

• Business Activity: Ensure the company’s current business activity can be changed to your desired activity.
• Company Structure: Consider the company’s legal structure and whether it suits your business needs.
• Location: Think about the company’s registered office and whether it’s located in a desirable region.

Pricing and Costs Associated with Buying a Ready-Made Company

The cost of buying a ready-made company in Germany can vary depending on several factors, including the company’s history, assets, and liabilities. The purchase price typically includes the company’s share capital, which is usually €25,000 for a GmbH (German Limited Liability Company).

Additional costs to consider include:

• Notary fees: €500-€1,000 for notarizing the share purchase agreement.
• Registration fees: €100-€500 for registering the change of ownership with the commercial register.
• Due diligence costs: €500-€2,000 for reviewing the company’s financial records and other documents.
• Tax advisor fees: €500-€2,000 for tax advice and assistance with tax registration.

Key Documents Required for the Purchase

When buying a ready-made company, you’ll need to provide certain documents to complete the purchase. These typically include:

• Identification documents: A valid passport or ID card for the buyer and any other relevant parties.
• Proof of address: Utility bills or other documents showing the buyer’s address.
• Business plan: A detailed business plan outlining the company’s goals and objectives.
• Share purchase agreement: A contract outlining the terms and conditions of the sale.

Post-Purchase Requirements

After purchasing a ready-made company, you’ll need to:

• Register with the tax authorities: Obtain a tax number and register for VAT if necessary.
• Update the company’s registers: Notify the commercial register of the change of ownership and update the company’s registers.
• Open a company bank account: Open a bank account in the company’s name to manage its finances.

Buying a ready-made company in Germany can be a convenient and efficient way to establish a presence in the market. However, it’s essential to conduct thorough due diligence, understand the costs and requirements involved, and seek professional advice to ensure a smooth transaction.