Sperrjahr

The Sperrjahr, often referred to as the waiting year, is a central element of creditor protection during the liquidation of a corporation under § 73 GmbHG or § 272 AktG. It begins with the registration of the dissolution in the commercial register and the public announcement, in which all creditors are requested to file their claims. During the exact twelve-month period – the Sperrjahr – the company cannot be deleted. This legally prescribed timeframe is intended to ensure that all existing or unknown claims can be disclosed and fulfilled. Only after the Sperrjahr has elapsed can the liquidators, provided all liabilities have been settled and the assets distributed, apply for the final deletion of the GmbH or AG at the registry court. If the Sperrjahr is disregarded, personal liability of the liquidators and a retroactive challenge of the asset distribution may occur. For entrepreneurs, tax advisors, and lawyers, a precise overview of the Sperrjahr process, legal deadlines, and documentation obligations is essential to conduct the liquidation in a legally secure manner and avoid unnecessary liability risks.