Founding Protocol (Model Protocol)

The Founding Protocol (Model Protocol) is the cornerstone of a quick and cost-effective GmbH or UG establishment in Germany. Defined by the legislator in § 2 para. 1a GmbHG as a standard form, it combines the articles of association, the appointment of managing directors, and the list of shareholders into one document, thus replacing an individually drafted statute. Founders with a maximum of three shareholders and one managing director can save significant notary costs and considerably expedite the founding formalities through the Model Protocol. After notarization, the Founding Protocol is submitted together with the registration to the commercial register; only then does the limited liability entrepreneurial company or Mini-GmbH become legally effective. Especially for start-ups, sole founders, and small businesses, the protocol offers legal certainty and full flexibility in choosing the share capital starting from one euro, thanks to clear guidelines.