Your first twelve months: what a new German company actually has to file

Your first twelve months: what a new German company actually has to file

Formation guides stop at the commercial register entry. That is where the formation fee is earned, so that is where the advice ends.

But the register entry is where the obligations start. Here is what a new GmbH or UG actually owes in its first year — what it costs, when it's due, and which parts you can genuinely do yourself. If you are still deciding between the two forms, start with UG vs GmbH.

One thing to know before 2027

Since 2021, newly founded companies have been allowed to file advance VAT returns (Umsatzsteuer-Voranmeldungen) quarterly rather than monthly. Before that, every new business filed monthly for its first two years.

That suspension expires on 31 December 2026. Whether it will be extended is, as of this writing, still open. If it isn't, companies founded in 2027 return to monthly VAT filing in their first two calendar years — twelve filings a year instead of four, from a standing start.

If you are choosing between founding this year and next, that is a real difference in administrative load. Worth checking the current position before you decide.

The first month

Tax registration (Fragebogen zur steuerlichen Erfassung). The tax registration questionnaire, submitted through Elster. It is due within one month of starting business activity (§ 138 AO) and it's what produces your tax number (Steuernummer) — typically four to six weeks later.

It matters more than it looks. The estimated turnover and VAT liability you enter determine whether you file VAT quarterly or monthly, whether you're exempted from advance returns altogether, and what advance corporate tax payments the tax office sets. A careless estimate here creates cash-flow problems later.

If your turnover will be modest, this is also where the Kleinunternehmer question arises — and contrary to most guides, a GmbH or UG can claim the scheme.

The VAT ID (USt-IdNr.). Applied for alongside the questionnaire or afterwards through your tax advisor's Elster access. Usually issued within about a week of the tax number existing.

Worth knowing: unlike the tax number, the VAT ID doesn't change if your responsible tax office changes. Move your registered office and you can wait weeks for a new tax number while the VAT ID carries on unaffected.

Trade registration (Gewerbeanmeldung). Registration with your municipality. Roughly €15–65 depending on where you are.

The opening balance sheet (Eröffnungsbilanz). Drawn up as at the date of formation (§ 242 HGB), transmitted electronically to the tax office (§ 5b EStG).

For a straightforward cash formation it is close to trivial in substance — share capital on one side, the bank balance on the other. What varies is who does it.

In practice it comes as part of setting up with a tax advisor rather than as a bill of its own. Billed separately it's a minor item. You can also file it yourself through Elster at no cost.

The point worth taking from this: the opening balance sheet is not the expensive part of year one. It's the first sign of a question you'll have to answer anyway — whether you're doing your own bookkeeping, and if not, who is.

The transparency register (Transparenzregister). Beneficial owners must be notified. The register entry itself is free; there's a small annual fee. Commercial services charge around €99 plus VAT to do the filing for you, which is worth knowing before you pay it.

Ongoing, from month one

Bookkeeping — double-entry, no exceptions. A GmbH or UG is a merchant by legal form (§ 238 HGB). There is no small-business simplification, no simple income-and-expenses statement (Einnahmen-Überschuss-Rechnung), regardless of how little you turn over. Proper double-entry bookkeeping from the first transaction.

This surprises founders coming from a Kleingewerbe or freelance background, where a simple income-and-expenses statement was enough.

Advance VAT returns. Under the current rule, quarterly for new companies, due by the 10th of the month following the quarter. A permanent filing extension (Dauerfristverlängerung, § 46 UStDV) buys you an extra month if you apply for it.

From the second year, frequency follows your actual prior-year VAT liability (§ 18 Abs. 2 UStG):

Prior-year VATAdvance returns
Over €9,000Monthly
€2,000–9,000Quarterly
Under €2,000May be waived

Both thresholds moved on 1 January 2025 — the monthly boundary from €7,500 to €9,000 under the Bürokratieentlastungsgesetz IV, and the exemption threshold from €1,000 to €2,000 under the Wachstumschancengesetz. Guidance written before 2025 has the old figures.

Note that it is the tax that counts, not turnover: €9,000 of VAT corresponds to roughly €47,000 of taxable sales at 19%, before input tax. Where the tax office releases you from advance returns, only the annual return remains.

Payroll, if you have employees — including yourself. A managing director on a salary is an employee for payroll purposes. That means an employer number (Betriebsnummer) from the Federal Employment Agency, monthly wage tax filings, and monthly social security notifications. This is the obligation people most often start late.

Later in the year

The chamber of commerce contribution arrives — in year one. This catches almost everybody. The Existenzgründer exemption from chamber contributions for the first two years applies only to natural persons not entered in the commercial register. A GmbH or UG is always registered, so it never qualifies.

The minimum annual contribution for registered companies is around €150, varying by chamber, and it starts in the year the company is entered.

Your first annual accounts (Jahresabschluss), prepared after your first financial year ends. Small companies get up to six months after the year end to prepare them (§ 264 Abs. 1 HGB).

They then have to be published — and this is where a lot of current advice is simply wrong.

Since the DiRUG took effect on 1 August 2022, accounts for financial years beginning after 31 December 2021 go to the company register (Unternehmensregister), not the federal gazette (Bundesanzeiger). Filing at the gazette no longer has legal effect. Plenty of live guidance, including from commercial providers, still tells people to file there.

The deadline is twelve months after the balance sheet date (§ 325 Abs. 1a HGB) — so accounts to 31 December 2025 are due by 31 December 2026. There is no extension. Missing it draws a penalty of €2,500 to €25,000 (§ 335 HGB), and paying it doesn't discharge the obligation; the proceeding only ends when you file.

One thing worth knowing if you're small: a micro-entity (Kleinstkapitalgesellschaft) can deposit its balance sheet rather than publish it (§ 326 Abs. 2 HGB). A deposited balance sheet isn't freely viewable — it's released only on a separate, paid request. Most newly founded UGs and small GmbHs qualify, and most don't realise their figures needn't be public. Every capital company has to file something, though; there is no size at which the obligation disappears.

Tax returns. Corporate income tax, trade tax and the annual VAT return.

Filed yourself, the deadline is 31 July of the following year (§ 149 Abs. 2 AO). With a tax advisor holding a valid power of attorney, it extends automatically — no application needed — to the last day of February of the second following year (§ 149 Abs. 3 AO). For the 2025 tax year that's 31 July 2026 self-filed, or 1 March 2027 with an advisor, the 28th falling on a Sunday.

Worth knowing because a lot of current guidance is wrong about it: the extended pandemic-era deadlines applied to tax years 2020 through 2024. From 2025, the normal deadlines are back — for the first time in five years. If you're working from advice written during that period, you have less time than it says.

What this costs, realistically

Year one has two kinds of cost, and they behave completely differently.

Official charges are fixed by law and small:

ChargeAmount
IHK contributionfrom €150/year
Trade registration€15–65 once
Transparency registera few euros/year

Nobody can charge you more or less than the statute says for these, so they're worth knowing exactly. The same holds for the one-off formation charges that come before them — notary and register fees are set by statute too, and you can work yours out in the cost calculator.

Accounting is the real variable. A GmbH or UG needs double-entry bookkeeping, an annual close, and corporate, trade and VAT returns — every year, regardless of turnover. What that costs depends on transaction volume, whether you have employees, how much you prepare yourself, and whether you're billed under the statutory fee schedule for tax advisors (StBVV) or on a fixed-price arrangement.

The range across the market is wide — a few hundred euros a month is typical for a small company, and it rises with volume. Anyone quoting you a single figure without asking about your transaction count is guessing.

What's worth planning for isn't a number, it's the shape: this is a monthly cost from month one, not an annual one you can defer. And falling behind is the expensive failure mode — reconstructing a year of double-entry accounts after the fact costs considerably more than keeping them as you go, and the publication deadline doesn't move.

The opening balance sheet and the tax registration questionnaire usually sit inside whatever setup arrangement you make, rather than arriving as separate bills.

What you can genuinely do yourself

Realistic: the tax registration questionnaire, the trade registration, the transparency register notification, and a simple opening balance sheet through Elster if you haven't engaged an accountant yet.

Possible with discipline: advance VAT returns, if your transactions are few and you're organised about deadlines.

Rarely worth it: payroll, once anyone is on salary — the social security notifications alone are unforgiving. And the annual accounts, where the cost of getting it wrong exceeds what you save.

Sources: §§ 238, 242, 264, 325, 326, 335 HGB; §§ 138, 149 AO; § 5b EStG; §§ 18, 19 UStG; § 46 UStDV; IHKG. Figures current as of August 2026.