Capital increase

Capital increase

Under the conditions of § 55 et seq. GmbHG, the share capital of a GmbH can be increased. As a capital increase always constitutes an amendment to the articles of association, a shareholders' resolution is mandatory; unless otherwise stipulated in the articles of association, the consent of all shareholders is also required. In addition, a notarised or certified declaration by the transferee is required. The capital increase must always be entered in the commercial register.
The reasons for a capital increase are usually to finance investments, expand business operations, secure liquidity or improve the creditworthiness of the GmbH.

The capital increase can be carried out by paying new capital contributions into the company's assets - possibly with the participation of new shareholders - or by utilising existing assets.

Performance of new inserts:

One option for carrying out a capital increase is to add equity to the company's assets, i.e. to contribute further capital to the company by means of cash or non-cash contributions from existing or new shareholders, thereby increasing the share capital of the GmbH. This option leads to the issue of new shares, which are transferred to the transferee - the existing or new shareholder.

Capital increase from company funds:

An alternative to the capital increase is to transfer previously uncommitted equity of the company to the share capital and thus increase it. This capital increase option does not result in the issue of new shares; the shareholder structure remains unchanged.

The actual realisation of a capital increase should always be carried out individually according to the needs of the shareholders and the company. We would be happy to advise you in this regard.