Stammkapital

Stammkapital is the basic capital specified in the articles of association of a GmbH or Unternehmergesellschaft (UG) with limited liability, forming the calculative liability pool of the corporation. For a GmbH, the statutory minimum Stammkapital is €25,000; a UG can be established with as little as €1 up to €24,999, but must include the designation 'Unternehmergesellschaft (haftungsbeschränkt)'. The Stammkapital is composed of the individual capital contributions of the shareholders, is subscribed at the time of establishment, and must be paid in full or at least 25% in cash or fully as a contribution in kind. The entry 'Stammkapital: ... € fully paid in' in the commercial register provides legal certainty to creditors and documents internal liability. Throughout the company's existence, the capital maintenance principle of §§ 30 and 31 GmbHG applies: distributions to shareholders may only be made from free assets. Changes to the Stammkapital, such as capital increases to strengthen equity or capital reductions to cover losses, require a qualified amendment to the articles of association and a renewed commercial register entry. For prospective founders, the correct assessment of the Stammkapital is crucial as it secures both the minimum capital for limited liability and the necessary start-up capital for operational activities, enhancing the confidence of banks, suppliers, and investors.

Stammkapital provides information on the liability base and capital structure of a GmbH. Through the handelsregister.ai API, the currently registered amount in the commercial register, including its change history, can be retrieved, facilitating financial analyses, credit checks, and compliance assessments.