Capital Increase – GmbH
Your Notary for a Smooth Capital Increase for Your Company
Are you planning a capital increase for your GmbH to raise your share capital and strengthen your financial position? We support you with notarisation, the amendment of the articles of association, and the commercial register application.
Book your appointment now to process your GmbH capital increase quickly and in a legally sound manner!
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Corporate law made easy! Our notary services provide fast and straightforward support for all matters relating to your company. We are your notary in Berlin for your capital increase – for a smooth increase of your share capital and a fresh start in your entrepreneurial future! Contact us today!
How Does a Capital Increase Work?
A capital increase follows a clearly regulated process to ensure the increase in share capital is legally sound:
- Capital increase resolution: The shareholders’ meeting resolves on the amount and form of the capital increase (e.g. cash increase or contribution in kind).
- Notarisation: The resolution is notarised by a notary to ensure legal validity.
- Entry in the commercial register: The capital increase is filed with the competent registry court. Once registered, the new capital structure becomes legally effective.
Reasons for a Capital Increase
A capital increase in a GmbH offers many advantages:
- Strengthening equity: Improving financial capacity for new projects or expansion.
- Attracting investors: Issuing new shares to bring in new shareholders.
- Improving credit rating: Higher share capital can lead to better loan conditions.
- Adjusting shareholding structure: Reorganising the distribution of shareholders’ interests.
Forms of Capital Increase
1. Capital increase from company reserves: Existing company reserves are used to increase the share capital without new contributions from shareholders.
2. Cash capital increase: Shareholders or new investors provide additional cash funds that flow directly into the GmbH’s capital.
3. Capital increase by contribution in kind: Capital is increased through the contribution of assets such as real estate or machinery.
Need a Quick Notary Appointment for Your Capital Increase?
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What Our Clients Say About Us
Isabella, capital increase
Fast appointment and competent processing.
Team CCC, Kcapital increase
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Thank you for handling my capital increase!
What Are the Notary Costs for a Capital Increase?
The costs for a notary are set by law and are identical at every notary. They are always calculated based on the amount of the capital increase. Book your Berlin notary appointment now – no long waiting times!
Frequently Asked Questions – Capital Increase
A GmbH capital increase begins with a capital increase resolution passed at the shareholders’ meeting, which determines the form of the increase (e.g. cash, contribution in kind, or from reserves). The resolution must be notarised and then filed with the commercial register. The shareholder(s) declare their acceptance of the increased capital. The capital increase only becomes legally effective upon registration in the commercial register, at which point the new share capital is officially valid. This process strengthens the equity base and creates the foundation for new investments or the admission of new shareholders.
A capital increase in a GmbH is resolved by the shareholders at the shareholders’ meeting. The resolution must specify the exact amount of the increase, the form of contribution (e.g. cash or in kind), and any necessary amendments to the articles of association. A qualified majority of votes is generally required, depending on the articles of association or the GmbH Act. The resolution is then notarised to ensure legal validity.
A capital increase offers many advantages. It strengthens the financial position and equity base, improving liquidity and increasing the chances of obtaining bank financing. It also enables the admission of new investors or shareholders and prepares the company for new business areas or expansion. A capital increase has a positive impact on the company’s credit rating and improves its standing with business partners and customers. It is an important step in securing the long-term economic viability of a limited liability company.
A capital increase from company reserves is a form of nominal capital increase in which no new contributions are made by shareholders. Instead, existing company reserves such as retained earnings or profits are used to increase the share capital. This requires an amendment to the articles of association and registration in the commercial register. This type of capital increase improves the GmbH’s balance sheet structure and can strengthen the confidence of investors and lenders. It is however important that the funds used are legally available and that the requirements of the GmbH Act are met.
Several legal and organisational requirements must be met for a GmbH capital increase:
- Capital increase resolution: The shareholders must resolve at a shareholders’ meeting on how the approved capital is to be used and whether the increase is by cash or contribution in kind.
- Pre-emption rights: Existing shareholders generally have pre-emption rights on the new shares to maintain their shareholding ratio, unless excluded by the articles of association.
- Notarisation: The resolution must be notarised to be legally valid.
- Commercial register entry: The capital increase only takes effect upon registration in the commercial register.
- Amendment of articles of association: If the share capital amount changes, the articles of association must be updated accordingly.
Compliance with these requirements ensures that the capital increase is legally sound and that the GmbH’s business can continue without interruption.