Dear ladies and gentlemen, dear clients, dear friends,

Have you already registered your GbR in the new register? Have you never heard of it? Then read the most important information here!

The Act on the Modernisation of Partnership Law ("MoPeG") came into force on 1 January 2024. What are the important changes for GbRs?

Companies with and without legal capacity

The previous GbR is now a purely internal company. Only after all partners have agreed to participate in legal transactions or, at the latest, after entry in the new register and renaming as eGbR does the company have rights and obligations in the external sphere.

However, the partners are still jointly and severally liable for the company's liabilities.

The new company register

A new company register for GbRs is now kept at the relevant local court and can be viewed by anyone free of charge. Upon registration, the GbR is obliged to bear the name affix "eGbR", whereby the "e" stands for "eingetragene" (registered). Registration is carried out by a notary. Subsequent changes to the GbR, e.g. name, partners, representation, registered office, etc., must be entered in the register.

Registration is generally voluntary. However, if the GbR wishes to buy or sell properties or act as a shareholder in a GmbH / AG, for example, it must be registered. This may lead to delays in such transactions.

This entry must be followed by a notification to the transparency register (see our info mail of 20 July 2013 attached).

It will also be easier to reorganise the GbR, for example by converting it into a GmbH or merging it, once it has been registered.

Tax changes

There are almost no tax changes. The assets of the GbR are still to be allocated proportionately to the partners.

If you see a need for action or advice, please contact us! We will be happy to prepare an offer for you!

Kind regards

Anlage: Information on the transparency register and our offer