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Custom articles of association.
Clear rules for your UG or GmbH, from the shares to the exit. A partner lawyer for company law drafts your articles of association at a fixed price.
- Partner lawyer for company law
- For UG and GmbH, with rules for investors
- Fixed price from €395 plus VAT
Legal advice is provided by an independent partner lawyer. firma.de does not provide legal advice itself. Each additional hour costs €99 plus VAT.
Three packages for your articles of association
Basic
The most important rules for a UG or GmbH.
€395plus VAT
- 1 hour of legal advice
- Custom articles of association, up to 2 hours of drafting
- All mandatory details under § 3 GmbHG
- Rules on meetings, management, profits, redemption of shares and inheritance
Startup
For several founders and first investors.
€599plus VAT
- Everything in Basic
- Drag-along, tag-along and pre-emption rights
- Co-determination and information rights
- List of shareholders and resolution appointing the managing director
- 1 additional hour of advice and drafting
Pro
For startups with investors and vesting.
€999plus VAT
- Everything in Startup
- Separate shareholders' agreement, not public
- Vesting, non-compete clause, IP rights and copyright
- Severance pay and liquidation
- 1 additional hour of drafting
What good articles of association include
- § 3 GmbHG
The mandatory details
Company name, registered office, business purpose, share capital and each shareholder's shares.
- § 2 Abs. 1a GmbHG
Sample protocol or articles
The sample protocol (Musterprotokoll) works for up to three shareholders and one managing director, but cannot be adapted.
- § 15 GmbHG
Transferring shares
Without rules, any shareholder can sell their shares freely. Consent requirements and pre-emption rights protect you.
- § 34 GmbHG
Leaving and redemption
The company can only redeem shares if the articles allow it. This is also where you agree on severance pay.
- Drag-along and tag-along
Investors and exit
Co-sale rights and obligations make sure an exit does not fail because of individual shareholders.
- Shareholders' agreement
Keep it confidential
The articles of association are public in the Handelsregister. Vesting and special rights are better placed in a separate agreement.
How your articles of association are drafted
- 1
Initial call
Book a free initial call above and choose your package.
- 2
Advice
The lawyer discusses your shareholders, goals and special rules with you.
- 3
Draft and approval
They draft the articles of association and send them to you for approval.
- 4
Notary appointment
The articles of association are notarised. Then they go to the Handelsregister, the German commercial register.
Set up a GmbH
Integrations
Export and filing
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The partner founders trust
Company formation, registrations and ongoing bookkeeping in one place. Anything that requires a licence is handled by notaries and tax advisors from our partner network.
What founders say
“Since we started the company, our admin simply runs alongside: receipts, VAT returns, deadlines. We always know where we stand – and can focus on our product.”
What you can rely on
ELSTER
VAT returns and annual accounts go straight to the tax office via the ELSTER interface.
DATEV
Bookings and receipts are ready in DATEV format – your tax firm keeps working as usual.
- 4.6
Top-rated
4.6 out of 5 on Trustpilot. Rated by founders who have actually used firma.de.
Made in Germany
Developed in Germany, servers in the EU, GDPR-compliant. Anything that requires a licence comes from tax advisors and notaries.
Frequently asked questions about articles of association
What are articles of association?
The founding contract of your UG or GmbH. It sets out the company name, registered office and share capital, and the rules between shareholders and management. It must be notarised.
Is the sample protocol (Musterprotokoll) enough?
With one shareholder and one managing director, often yes. With more than three shareholders, several managing directors or your own rules, such as a different financial year, you need articles of association.
What must the articles of association contain at a minimum?
The company name, registered office, business purpose, share capital, and the number and nominal amounts of each shareholder's shares.
What else should be covered?
Rules on the shareholders' meeting, management, profit distribution, termination, redemption of shares, inheritance and severance pay, and a non-compete clause if needed.
Is a template from the internet enough?
Rarely. Templates hardly ever fit your structure. Later changes mean paying the notary and the registry court again, and in the worst case the court refuses registration.
How much do the articles of association cost?
Basic €395, Startup €599, Pro €999, all plus VAT. Each additional hour costs €99 plus VAT.
Who drafts the articles of association?
An independent partner lawyer for company law. firma.de arranges the contact but does not provide legal advice itself.