GmbH & UG Formation Costs in Germany (2026): Itemised Breakdown

Quick answer: what it actually costs

In round numbers, a UG can be formed for roughly €250-€450 in fees, and a standard GmbH for roughly €600-€1,100 in fees. For a foreign founder who needs English advisory and sworn translation at the notary, the all-in figure typically reaches the low four figures. All of this is entirely separate from the €12,500/€25,000 (GmbH) or €1+ (UG) you put in as share capital, which stays in your own company. The breakdown below shows where each euro goes.

Notary fees (GNotKG)

Notary fees in Germany are set by the GNotKG (the law on court and notary costs), and the notary may neither discount nor surcharge them (GNotKG §17). They are therefore the same at every notary in the country. What changes the figure is the Geschäftswert (transaction value), which broadly tracks the share capital. For a custom-articles GmbH there is a minimum transaction value of €30,000 (GNotKG §107(1)). All notary fees carry 19% VAT, which is reclaimable once the company is VAT-registered.

GmbH notary fee table

Typical notary fees for a €25,000 GmbH, net and including 19% VAT (firma.de notary tables):

As a cross-check, a standard €25,000 cash GmbH on custom articles often runs about €400 net (€476 incl. VAT) for the deed alone, with all notary items together commonly around €650-€825 incl. VAT (notar-drkotz.de; notara.de).

UG notary fee table

Because a UG carries a lower transaction value, its notary fees are lower:

Musterprotokoll vs custom articles: the €125-€450 saving (and its limits)

The Musterprotokoll (the statutory model protocol) is the one legitimate way to lower notary cost. It bundles the articles, the director appointment and the shareholder list into a single, cheaper deed and lowers the transaction value, saving roughly €125-€450 net versus custom articles, depending on shareholder count (the 2.0 factor drops to 1.0, saving about €125 net on the deed itself) (GmbHG §2(1a); firma.de; jensreuter.legal).

The saving comes with strict limits. The Musterprotokoll may only be used for:

• up to 3 shareholders;
• exactly 1 managing director;
• standard rules (no bespoke clauses); and
• cash contributions only.

Any departure from the standard, such as a custom profit split, vesting, or a multi-director board, means a custom Satzung (articles) at the higher fee (GmbHG §2(1a)).

Handelsregister fee: €225 since 1 June 2025

The commercial-register (Handelsregister) first-entry fee for a GmbH or UG with cash contributions is €225 (Nr. 2100 HRegGebV). Where the company is formed with an in-kind contribution (Sacheinlage), the fee is €360 (Nr. 2101 HRegGebV). A Prokura entry, if you appoint an authorised signatory, costs €60. These court fees carry no VAT.

These figures took effect on 1 June 2025 through the 3rd Ordinance amending the HRegGebV (BGBl. 2025 I Nr. 127), a uniform +50% rise from the previous €150/€240 and the first adjustment since 2011.

Watch out for outdated figures: almost every older guide (and many calculators) still quotes the pre-June-2025 €150. For a company formed in 2026 the correct figure is €225 (cash) or €360 (in-kind). Do not use €150.

Gewerbeanmeldung (trade-office registration): €15-65

Registering the business with the local trade office (Gewerbeanmeldung) costs €15-65, commonly €20-50. The exact figure is set locally by each Gemeinde (municipality), and there is no VAT on it.

Transparency register: free to file, €19.80/yr

Filing your beneficial owners with the Transparenzregister is free; there is no fee for the notification or entry itself. What it carries is an annual maintenance charge of €19.80 per year (Bundesanzeiger Verlag). The filing has been mandatory for every GmbH and UG since the 2021 TraFinG, and non-filing can attract fines reaching €150,000.

There is no separate mandatory "Bundesanzeiger publication fee" at formation. The new entry is published electronically as part of the €225 court fee. The legacy "~€40 Bundesanzeiger" line that appears in some older budgets is not a current formation fee. (The Bundesanzeiger/Unternehmensregister does return later, for the publication of your annual accounts, but that is a separate ongoing obligation, not a formation cost.)

VAT: what's reclaimable

VAT splits the fee list cleanly. Notary fees and any professional advisory carry 19% VAT, which is reclaimable once the company is VAT-registered. The Handelsregister court fee and the Gewerbeanmeldung carry no VAT at all. Because of this, it is worth quoting notary figures both net and gross, as the tables above do; the court and trade-office lines are already final.

Optional costs for foreign founders

Foreign founders often face a handful of situational extras. These are ranges, not fixed quotes, and vary by country and provider:

• English legal/formation advisory: from several hundred euros up to the low four figures.
• Sworn translation or interpreter at the notary: roughly €50-€100+ per page or appointment.
• Apostille and certified copies: varies by country.
• Registered business address: roughly €20-€100+ per month.
• Business bank account: usually €0 to open, with monthly fees varying by bank.

GmbH vs UG total cost: side by side

Here is the itemised summary of mandatory fees (excluding share capital, which is your money):

To route the process and timing rather than the cost, see how to open a GmbH or form a UG, and the full company registration timeline. If you are still choosing your entity, see the types of companies in Germany and the broader company formation in Germany overview.

Ongoing yearly costs after formation

Formation is a one-off; running the company is the recurring cost, and it is worth budgeting for year one. Bookkeeping and VAT returns range from a few hundred euros to over €1,000 per month for active companies. The annual accounts (Jahresabschluss) prepared by a Steuerberater typically run €800-€5,000, scaling with the company's size, and the corporate and trade-tax returns are usually within that Steuerberater scope. All-in, a small active GmbH commonly spends about €5,000-€12,000 per year on tax and accounting, plus the €19.80 transparency-register maintenance.

Steuerberater fees are regulated by the StBVV and scale with turnover and balance-sheet size. One myth worth correcting: a UG is not dramatically cheaper to run than a GmbH. The bookkeeping, annual-accounts and Steuerberater obligations are the same; the real UG saving is at formation (lower capital and lower notary fees), not in the running costs.