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Gewerbe, UG or GmbH — what to start with in Germany?

The first big question of every start in Germany. The answer hangs on three things: the risk you carry, the budget for the start — and who you want to sell to.

Dr. Karolina Wróblewska
Dr. Karolina WróblewskaRechtsanwältin · attorney-at-law
≈ 6 min read
updated: July 2026

Sole proprietorship: the simplest

A registered trade (Gewerbe) costs little and has minimal formalities. The price: you are liable with your private assets, and to some B2B customers you look less robust. For smaller services and testing the market, often entirely sufficient.

The UG (haftungsbeschränkt): liability protection from 1 euro

The “small GmbH”: from 1 € capital, liability limited to company assets, but with a duty to retain 25 % of annual profit until 25,000 € is reached (then conversion into a GmbH is possible). A good interim step on a small budget — though the suffix “haftungsbeschränkt” is sometimes read in the market as a sign of weakness.

The GmbH: the market standard

With 25,000 € share capital (at least 12,500 € paid in before registration) the GmbH is the most recognised form — with banks, business partners and authorities. Formation and accounting cost more, but with real contract risk and growth plans it is usually the right choice.

Three control questions

  • What risk does your business generate? (construction, transport, products = high risk → limited liability),
  • Who is your customer? (large B2B customers expect a GmbH),
  • Do you already have a company abroad? (then also calculate the branch office option).
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Dr. Karolina Wróblewska
Dr. Karolina Wróblewska
Rechtsanwältin · attorney-at-law

Author of this article. Represents clients before courts across Germany. View profile →

This article is for information only and does not constitute legal advice. The law may change — consult a lawyer about your individual case.

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