If you set up a limited partnership (KG), you are obliged to register it for entry in the commercial register. Only through registration does the KG arise and is fully legally competent. The registration of a KG, which already operates a commercial business, on the other hand, is only legally expressive, since the company already exists before registration.
More Information
Publisher
Hesse
Last update or date of publication
Contact
The government service telephone number 115 – your point of contact for questions related to the federal, state and local.
Monday through Friday from 8:00 to 18:00 (and beyond these times in some regions).
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The registration of a limited partnership must contain:
- the surnames, first names, dates of birth and places of residence of all partners,
- the name of the company and the place where it has its registered office, as well as the domestic business address,
- the power of representation of the partners and
- all limited partners, as well as the amount of the contribution of each of them.
- The application must also specify the location of the business premises and the object of the company that differs from the domestic business address, insofar as this does not result from the company.
HINT:
There are often several weeks between the preparation of the articles of association and the entry in the commercial register. Therefore, check the articles of association before registering again for its topicality.
Preconditions
There must be a partnership agreement among the partners, but this does not have to be submitted to the register court. Here alone the registration is sufficient, the provisions of the OHG apply (§§ 161 HGB).
The fees for entry in the commercial register depend on the registration effort
Basis for legal action
- • § 12 German Commercial Code (HGB) – Applications for registration and submissions
- • § 24 Ordinance on the Establishment and Management of the Commercial Register (HRV) – Procedure for registration, registration and publication
- • §§ 106 and 108 of the German Commercial Code (HGB) – Establishment of the company
- • §§ 161, 162 of the German Commercial Code (HGB) – limited partnership
Procedure
Registration
- The application for entry in the commercial register takes place electronically in publicly certified form. It is to be carried out by all partners. Please contact a notary.
- The registration can also be made by the deputies, but they need a publicly certified power of attorney.
HINT:
If you set up branches, you must also register them for registration, stating the branch and a domestic business address. The registration of the branch takes place at the district court of the main establishment.
Changes
Significant changes in your limited partnership, such as a change in the legal form or registered office, should be reported to the local court immediately. The registration takes place in the same way exclusively through a notary.