Online formation of a GmbH - digitalization of notarial procedures
Since August 1, 2022, cash formations of limited liability companies and entrepreneurial companies as well as applications to the commercial register can be carried out completely digitally. This is made possible by the law passed in the Bundestag to implement the European Digitization Directive (DiRUG). From now on, it will no longer be necessary to physically appear before a notary when founding a GmbH, even if a notary must still accompany the formation and register it with the commercial register. The online procedure allows for an accelerated, convenient and uncomplicated formation of a GmbH. For example, company founders who live scattered around Germany or abroad can avoid having to travel to a notary. Nevertheless, the proven advice and expertise of notaries is still available.
Involvement of a notary still necessary
Previously, the future shareholders of a GmbH had to appear in person before a notary to have the founding declarations and the articles of association of the GmbH notarized. The notary then prepared the registration of the new company with the commercial register. This procedure is generally adhered to. At the same time, the notary's office is opening up to digitalization. This means that founders from abroad can also easily launch a GmbH in Germany. The online procedure developed by the Federal Chamber of Notaries consists of secure digital identification of the parties involved, a video conference with a notary and electronic signatures of the founders under an electronic notarial deed.
Exact procedure of the online process for founding a GmbH
After making an appointment with the notary's office - this is done online on an online platform provided by the Federal Chamber of Notaries and a notary app on the founders' smartphones - the notary prepares the necessary deeds. The notarization then takes place in a video conference in the Federal Chamber of Notaries' video communication system. The founder(s) first identify themselves with a free app that uses the smartphone to read out an electronic identification document of the parties involved, including the digital photograph stored in the identity card or passport. The notary then discusses the formation with the parties involved in a video conference, reads out the contract and explains the risks and obligations. Once all questions have been answered, the parties agree to the contract and sign it with a digital signature, just like the notary in the video conference. The digital signature is also provided with the support of the Bundesnotarkammer app. The entire process is embedded in the Bundesnotarkammer's highly secure incorporation platform (https://online.notar.de).
Certain technical requirements for an online start-up
In order to participate in an online procedure for founding a GmbH, you must have a German ID card with an eID function, an electronic residence permit with an activated online function or another European eID with a "high" security level. Also required are an NFC-enabled official ID card whose photo can be read, a smartphone to read the photo and a computer with a microphone, camera and stable internet connection.
You can find further news at https://ratgeber-notar.de/.