Set up a UG & Co. KG. From €1 for the general partner.

General partner UG, partnership agreement, Handelsregister – we guide you through every step.

Trustpilot

4.6

out of 5

Integrations

DATEVELSTER

Export and filing

As seen in

Forbest3nGründerszene

Official

Qonto

Partner

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.

Set up your UG & Co. KG in four steps

  1. 1

    Describe your idea

    Tell us in one sentence what your UG & Co. KG will do. The AI suggests the structure and shareholdings.

  2. 2

    Check the names

    We check the names for the KG and the general partner UG against the Handelsregister, the German commercial register, before you commit to them.

    Check your name now
  3. 3

    General partner UG

    First comes the UG that will be liable later. We arrange the sample protocol or articles of association and the notary appointment.

  4. 4

    KG and registration

    Then you sign the partnership agreement for the KG, and the registration goes to the Handelsregister. We prepare your trade and tax registrations.

What you should know about the UG & Co. KG

  • § 161 HGB

    Two companies

    The KG (limited partnership) is the actual business, and its general partner (Komplementärin) is a UG (haftungsbeschränkt). The UG has unlimited liability, but only with its own assets.

  • § 5a GmbHG

    Low-cost way in

    The general partner UG can be set up with as little as €1 of share capital. That saves capital compared with a GmbH & Co. KG.

  • §§ 171, 172 HGB

    Limited liability

    Limited partners (Kommanditisten) are only liable up to the amount of their contribution entered in the Handelsregister. Once it is paid in, their liability is settled.

  • § 5a Abs. 3 GmbHG

    Reserve in the UG

    The UG must set aside a quarter of its own annual net profit. Because it usually only receives a liability fee, this stays manageable.

  • §§ 15, 15a EStG

    Tax-transparent

    The KG pays no corporate income tax. Profits are taxed directly with the partners, and losses can be offset against other income within limits.

  • § 19 Abs. 2 HGB

    Mind the name suffix

    The company name must show that no natural person has unlimited liability, for example with the suffix “UG (haftungsbeschränkt) & Co. KG”.

Your formation runs in the background.

Company name checked
4 competitors analysed
Articles of association drafted

Agents support you from validating your idea all the way to forming your company.

Validation score

0%

+12%
  • Market potential+18
  • Competition+14
  • Suitable legal form+14
  • Funding+12

Starting formation

Drafting articles of association …

We handle every official registration – from trade registration to registering with the tax office.

  • Trade registrationFill in form …
  • Tax registrationWaiting
  • VAT returnWaiting

Your company is automatically connected to all the key registers and authorities.

Your bookkeeping starts clean from day one – every receipt lands in the right account from the start.

VAT payable for June

€2,827

Output VAT €5,016 − input VAT €2,189

due 10 Jul
JanFebMarAprMayJun
Payable to the tax officeInput VAT deducted

Just getting started? Set up your company with AI in record time

to notarisation
companies formed
for formation and bookkeeping
Trustpilot score
Do it yourselfTraditional tax firmfirma.de
Formation without dealing with authoritiesYou coordinate the notary appointment, business account and authorities yourself – around 8–12 hours of work.Formations go through the notary and the registry court, not through the tax firm.We coordinate the notary appointment, bank and authorities and handle every registration – you just sign.
Open tasks and deadlines always visibleAround 2–3 hours a month to keep track of everything yourself.Status updates on request, usually without a portal of their own.Visible in your account, included in every plan.
Dedicated bookkeeper, lawyer when needed – available around the clockNo fixed point of contact – you sort out tax and legal questions yourself.Tax questions during office hours; for legal questions you also need a law firm.A dedicated bookkeeper knows your company, our partner lawyers handle legal questions – and the AI agent answers around the clock.
Real-time bookkeeping incl. management reports and VAT returnsYou do the bookkeeping, management reports and VAT returns yourself – around 4–6 hours a month.Management reports and VAT returns only arrive after the month-end close, usually weeks later.Every receipt is booked as soon as it arrives – management reports and VAT returns are always up to date.
Payroll in the same systemHard to manage without dedicated software, and you are liable for the filings.Around €10–20 per payslip and month.Included from the Operations plan.
Annual accounts and e-balance sheetPossible, but preparing and submitting them is then entirely up to you.Around €1,000–2,500 a year, depending on size.Included from the Growth plan, prepared by the partner tax firm.
Commercial register changes taken care ofAround 2–4 hours of preparation per change; the notary appointment remains mandatory.Register changes go through the notary and the court, not through the tax firm.We prepare the documents and coordinate the notary appointment.

Times and costs are based on experience and depend on the individual case.

Formation takes a day. Running a company takes years.

VAT every month, payroll every month, annual accounts every year. firma.de keeps track of the deadlines and always shows where you really stand – your tax firm keeps working on the same data.

Get started

One price for your entire business.

All official registrations included, three months free via the waitlist.

  • Start

    from€99/month

    Bookkeeping for sole traders and small companies.

    Join the waitlistBook a demo

    Included:

    • Notary and commercial register fees are set by law and charged to you directly by the notary. They are not part of the monthly price.Articles of association, notary appointment and commercial register (§ 7 GmbHG) in one go.
    • You get the list of deadlines in your account and answers to your questions about it. From Growth, the partner tax firm provides tax advice.Every month, an overview of what's due: filings, payments, records.
    • In the Start plan, we prepare the return and you submit it yourself. Under § 1 StBerG, submitting it on your behalf is reserved for tax advisors and is included from Growth.Fully prepared under § 18 UStG – you review it and submit it yourself via ELSTER.
    • For example, the notification to the transparency register (§ 20 GwG), changes of shareholder and changes of address. Receipts and contracts are archived in an audit-proof way under § 147 AO. Register filings are notarised by the notary.Ongoing obligations, documents, filings with the authorities and company changes in one place.
    • Terms, durations and availability are set by each provider and may change.Deals with Stripe, HubSpot, Google Workspace, SumSub and more.
  • Recommended

    Growth

    from€199/month

    For companies that want to hand over bookkeeping and annual accounts entirely.

    Join the waitlistBook a demo

    Everything in Start, plus:

    • A dedicated partner tax firm is responsible for filings and annual accounts – no rotating pool.Handles filings and submissions – you just approve.
    • From here on, you no longer submit anything via ELSTER yourself. The tax firm takes responsibility for the submission.The partner tax firm submits VAT returns and other filings for you.
    • Annual accounts includedPrepared and filed under § 242 HGB by your partner tax firm.
    • Dedicated contactOne person who knows your case – no rotating hotline.
    • Reports includedOpen items, revenue and costs per month and quarter.
  • Operations

    from€399/month

    For teams with staff, several accounts and their own requirements.

    Join the waitlistBook a demo

    Everything in Growth, plus:

    • PayrollPayslips, wage tax returns (§ 41a EStG) and social security filings for your team.
    • Corporate income tax, trade tax and VAT returns plus the e-balance sheet for one company.E-balance sheet (§ 5b EStG), corporate, trade and VAT returns.
    • Multiple accounts and loginsAll business accounts in one place, separate logins for your team and tax firm.
    • Data migrationWe bring over receipts and balances from your old system, you keep booking.
    • Priority supportRequests from you and your tax firm get priority – on bookkeeping, payroll and annual accounts.

All prices net, plus VAT. Services that require a licence are provided by our partner firms.

Partner deals worth €3,425 a year

  • Stripe

    €500 credit on Stripe fees – for new Stripe customers.

    Worth approx. €500 / year

  • Google Workspace

    Three months of Workspace Business Standard free for your team.

    Worth approx. €360 / year

  • HubSpot

    30% off Starter and Professional in the first year.

    Worth approx. €450 / year

  • Notion

    Six months of Notion Plus with AI for your whole team.

    Worth approx. €300 / year

  • Slack

    25% off Slack Pro in the first year – for your team and tax firm.

    Worth approx. €180 / year

  • Dropbox

    Three months of Dropbox Business – share folders directly with your tax firm.

    Worth approx. €150 / year

  • Registercheck

    50,000 tokens for searches in the commercial and transparency registers.

    Worth approx. €600 / year

  • Personio

    Two months of Personio free for your first employees.

    Worth approx. €360 / year

Values based on list prices; the partners' terms apply.

What founders say

Rather talk first?

We'll go through setting up your UG & Co. KG with you and answer your questions before you start.

What you can rely on

  • ELSTER

    ELSTER

    VAT returns and annual accounts go straight to the tax office via the ELSTER interface.

  • DATEV

    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 the UG & Co. KG

What is a UG & Co. KG?

A limited partnership (Kommanditgesellschaft) whose personally liable partner is a UG (haftungsbeschränkt). It works like the GmbH & Co. KG, just with a cheaper general partner.

UG & Co. KG or GmbH & Co. KG?

The UG & Co. KG needs less start-up capital. However, banks, landlords and business partners more often ask for security when the general partner has little capital. If you plan for the long term, you can later top up the UG to a GmbH.

How much capital do I need for a UG & Co. KG?

For the general partner UG, at least €1, paid in full. More is sensible, so it can cover the formation costs. There is no minimum capital for the KG itself; you set the liability amounts of the limited partners.

How is a UG & Co. KG taxed?

The KG pays trade tax but no corporate income tax. Profits are taxed proportionately with the partners at their personal tax rate, and the general partner UG pays tax on its liability fee itself.

Who manages the UG & Co. KG?

The general partner UG, represented by its managing director. Limited partners are excluded from management but have rights of control.

Can the UG become a GmbH later?

Yes. If you increase the general partner's share capital to €25,000, it can trade as a GmbH, and the UG & Co. KG becomes a GmbH & Co. KG.

How long does it take to set up a UG & Co. KG?

First the general partner UG is formed, then the KG. This usually takes a few days to a few weeks, depending on how quickly the registry court makes the entry.

More on setting up a company