Forming a company from abroad: Legalisation

updated on 8. April 2019 6 minutes reading time

Legalisation comes into play, if a foreign shareholder or CEO is unable to attend the notary’s appointment in Germany to incorporate a company, it is possible to have a power of attorney issued for a representative.

The power of attorney must be approved for the German legal area through an official procedure. Depending on the country, the so-called Hague Apostille or Legalisation (Legalisierung) is required. In this article, you can learn everything about legalisation.

What is Legalisation?

Legalisation is employed if power of attorney for establishing a company cannot be approved for the German legal area by means of an apostille. In the case of legalisation, the authenticity of the power of attorney is confirmed by a German embassy or consulate. The original must be made available. Regardless of certification, copies are not sufficient for legalisation. In most countries, legalisation can only be carried out if the respective document has first been certified by an authority in the issuing country.

If there is no German embassy within a country, the respective country is usually under the jurisdiction of a German embassy in a neighbouring country. Taiwan is an exception. Germany has no diplomatic relations with Taiwan, but there is unofficial representation in the German Institute Taipei. The officials there can complete a legalisation

A simplified form of legalisation is the Hague Apostille (article is in German), which is of particular benefit to foreign entrepreneurs who wish to set up a business in Germany without being present to do so.

Costs and duration of the proceedings

Legalisation is subject to a fee. For each document to be legalised, fees and expenses are due in accordance with the Foreign Costs Act (Auslandskostengesetz) – costs range between €20 and €80 depending on the country (as of 2013). If the document cannot be legalised, e.g. due to missing information or a formal error, a processing fee of 75% of the regular costs will be charged.

Since Legalisation is often a lengthy process, the power of attorney should be completed well in advance of the planned establishment of the company. Be aware that notary fees are also incurred for the preparation of the power of attorney.

Which states require Legalisation for powers of attorney?

Powers of attorney from all countries that are not part of the Hague Convention on the Exemption from Legalisation of Foreign Public Documents must be legalised before use in Germany and, if necessary, translated into German by a sworn translator. You can find a list of the signatory states to the Hague Convention in our article on the Hague Apostille. If your country is not listed here, your power of attorney must be legalised.

The trend of individual commercial enterprises started in Germany from 2004 to 2013, German (Deutsche) vs foreigners (Ausländer).  Index 2004=100
Source: IfM Bonn

 

No legalisation is performed in:

  • Afghanistan**
  • Equatorial Guinea**
  • Azerbaijan
  • Ethiopia
  • Bangladesh
  • Benin
  • Burundi
  • Côte d’Ivoire (The Ivory Coast)
  • Dominican Republic
  • Djibouti**
  • Eritrea**
  • Gabon**
  • Gambia
  • Ghana
  • Guinea
  • Guinea-Bissau
  • Haiti
  • India
  • Iraq**
  • Cambodia
  • Cameroon
  • Kenya
  • Kyrgyzstan
  • Congo (Democratic Republic)
  • Congo (Republic)
  • Kosovo*
  • Laos
  • Liberia**
  • Libya*
  • Madagascar
  • Mali
  • Morocco*
  • Mongolia
  • Myanmar
  • Nepal
  • Niger**
  • Nigeria
  • Pakistan
  • Philippines
  • Sierra Leone**
  • Somalia**
  • Sri Lanka
  • Sudan
  • South Sudan**
  • Syria*
  • Tajikistan
  • Togo
  • Chad**
  • Tunisia*
  • Turkmenistan**
  • Uganda
  • Uzbekistan
  • Central African Republic**

* Only certain types of documents are affected. Further details can be found on the pages of the German missions abroad.

** It’s currently not possible for the German representatives abroad to verify the translations for these countries.

However, the German diplomatic missions or consular posts in the countries concerned may, in some cases, use an expert to examine whether the facts certified in a document are correct and assist the German authorities in making a decision.

Due to the often-difficult auditing situation, this is a time-consuming procedure in which the founder is usually faced with a processing period of several months.

If you’re a foreign founder, the delay and the additional costs incurred for an apostille or legalisation when establishing your company in Germany should be planned for. Consult an expert to help you avoid falling into these traps when setting up a company from abroad. Our experts can help. Call us and we’ll be happy to advise you: +49 (0) 611 1720 70.

The information published on our site is all written and checked by experts with the greatest care. Nevertheless, we cannot guarantee the accuracy of this information, as laws and regulations are subject to constant change. Therefore, always consult an expert in a specific case – we would be happy to connect you with the right professional.

firma.de assumes no liability for damages caused by errors in the texts.

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