advokatfirma | meyer

Company law

German company law offers a suitable legal structure for every type of business. As a rule, German company law distinguishes between partnerships and corporations limited by shares. As an entrepreneur, you can select the most suitable legal form, depending on the object of the company, the intended role of your shareholders, the flexibility required for the structuring of the articles of association and, to a certain extent, tax-related criteria.

The German Commercial Code contains rules regarding commercial partnerships, of which the limited partnership (Kommanditgesellschaft, „KG“) is the most common in trade and commerce. It is particularly small and medium-sized enterprises that opt for this legal form. Limited partnerships have at least one partner with unlimited liability, who may also be a corporation, as well as one or more limited partners whose liability is limited by their contribution.

The most important corporate forms under German law are the private limited company (Gesellschaft mit beschränkter Haftung, „GmbH“) and the public limited company (Aktiengesellschaft, „AG“). The GmbH is specifically designed to meet the requirements of small and medium-sized enterprises. The shareholders are largely free in their choice of articles of association, so that a customised solution can be designed, tailor-made to meet the individual needs and requirements. The articles of association do not need to set out every single detail, as the Private Limited Companies Act contains catch-all provisions. Therefore, in straightforward cases, the articles of association are no longer than one or two pages.

Almost one million companies in Germany have opted for the legal form of a private limited company („GmbH“). This is followed by the legal form of a limited partnership („KG“) chosen by 230,000 businesses. Approximately 180,000 entrepreneurs are registered as sole traders. 18,000 companies opted for the legal structure of a public limited company (”AG”).

As the incorporation of a GmbH and any changes in its shareholder structure always require the involvement of a civil law notary, the shareholders can be identified at all times, as their names are listed on the commercial register (Handelsregister). Thanks to the commercial register, time-consuming research as to who the actual shareholders are is not necessary, and the transaction costs for the transfer of GmbH shares are low by international standards.

In 2008, the German law on private limited companies was completely updated. It is now even easier and more straightforward to form and run a GmbH. GmbHs incorporated in Germany can also operate abroad, as with the uniformly structured European sales subsidiaries of a group based in Germany. The reform has also introduced a new GmbH sub-type, the so-called entrepreneurial company (Unternehmergesellschaft, „UG“), which can be formed without the traditional minimum capital requirement.

In contrast, the statutory requirements for public limited companies, the large corporations, are more stringent, particularly if the relevant company is exchange-listed. This means that the capital markets can count on reliable transparent structures. The powers and competencies of the executive bodies and shareholders are largely prescribed by statute. Any deviations in the articles of association from the Public Limited Companies Act can be examined via the commercial register. Public limited companies are designed for large capital market-oriented companies. German law places great importance on the accuracy and transparency of shareholder resolutions. As a consequence, these resolutions are irrefutable proof of the precise order of events at shareholder meetings, as the courts are bound by the determinations made by the civil law notary. Similarly, the notarially recorded minutes serve as the basis for entry in the commercial register.

Lawyer Hans-Oluf Meyer

Hans-Oluf Meyer (1969) is both Danish and German lawyer. He provides advice predominantly in German/Danish legal matters in areas of international contract law, international private law and litigation. In Danish law he basically focuses on contract law, company/commercial law and the tort law.

advokatfirma | meyer
Kurfürstendamm 57
D 10707 Berlin

Tel +49 (0)30 31 51 89 69 0
Fax +49 (0)30 31 51 89 69 9


advokatfirma | meyer
is Team Rynkeby Sponsor


Als Spezialisten für die Vollstreckung von Titeln (z. B. Gerichtsentscheidungen) auch in Dänemark verfassten die Rechtsanwälte Meyer und Ellendt für das Berliner Anwaltsblatt einen kurzen Autorenbeitrag hierüber. Dieser erschien im Berliner Anwaltsblatt im Heft 10/2023, 72. Jahrgang. Den Text können Sie hier lesen.

Lawyer Hans-Oluf Meyer takes over the authorship for the thesis on the legal situation in Denmark in case of traffic accidents for the Deubner-Verlag as part of the work „Verkehrssachen – Mandate zügig und erfolgreich bearbeiten“ (Stand Februar 2022).

advokatfirma | meyer støtter Team Rynkeby som guldsponsor

Team Rynkeby is well known in Denmark, but since its foundation twenty years ago it has become a European project where charity cycling teams from several cities in Europe cycle from their home destination to Paris in the same week to watch the end of the Tour de France. The aim is to raise money for children’s cancer funds in each country. Today, the German juice group Eckes-Granini with its three brands Rynkeby, Go Morgen and hohes C is behind the project. Today, Team Rynkeby consists of 2,400 exercise cyclists and 550 volunteers in 59 local teams from Denmark, Sweden, Finland, Norway, Faroe Islands, Iceland, Germany and Switzerland. In July 2022, for the first time, a team of 30 cyclists, including lawyer Hans-Oluf Meyer, will cycle about 1,200 km from Berlin to Paris within a week to meet the other teams. 2022 will be a special year for the Danish participants, since the Tour de France starts in Denmark. In 2020, Team Rynkeby could give € 8.79 million to organisations helping children with critical illnesses. Of this, € 152,749 went to the German Children’s Cancer Foundation. Since 2002, the cycling teams have cycled and raised more than € 75 million.

September 9th lawyer Hans-Oluf Meyer in collaboration with the Ministry of Foreign Affairs’ Trade Council and the Trade Department at the Danish Embassy in Berlin participated in a Masterclass Workshop at Food Nation at Axelborg in Copenhagen with a presentation on the legal challenges of export and establishment in Germany. Participants were Danish companies that market their food products in Germany and that want to increase their activities in the German market.

advokatfirma | meyer and Novasol tenants are confirmed by the Danish consumer ombudsman in Corona cases: Novasol cannot retroactively change terms of business. The newspaper The Nordschleswiger reports:
Read more

“If force majeure applies to Novasol, this must also apply to the consumer.” Attorney Meyer has complained about Novasol’s unilateral change of business terms in the midst of the pandemic. The newspaper Lübecker Nachrichten reports:
Read more

advokatfirma | meyer wins in third instance a decisive process for German road accident victims at the Danish Supreme Court, Højesteret. The case concerned the fundamental question of which law is applicable if a German car causes an accident on a business trip in Denmark and the employees want to bring claims against their employer.

Dänische Ferienhausvermittlungen und die Covid-19-Pandemielage
Read more

Artikel in “Der Nordschleswiger”: Enttäuschte Mieter gehen gegen Ferienhausanbieter vor
Read more

Ausgewählte Informationen zu aktuellen Entwicklungen im Recht der Kurzarbeit, im Arbeitsrecht, im Insolvenzrecht, im Mietrecht und im Zivilrecht zu Zeiten der Sars-Cov-2-Pandemie
Read more


The Danish founder and partner of the lawfirm Hans-Oluf Meyer has successfully transferred the Scandinavian way of team-work into our German law firm and we are therefore very glad to present a high standard concerning both our reachability towards our clients as well as our legal advice, as our cases are regularly surveyed by more than one lawyer.

TVS – Newscast:
15. juli 2012 19.30

Following the main news on July 15, 2012, Danish television showed a report with and about attorney Hans-Oluf Meyer and his law firm in Berlin (the program is in Danish):