Registration of a European Company (SE) in the Commercial Register

Application

To make an application, contact a notary public.

• The notary will advise you on the formulation of the application.
• The application is made exclusively by electronic means, for this purpose a publicly certified document is created.
• The declaration is provided with an electronic signature (within the meaning of § 39a Beurkundungsgesetz/BeurkG) and sent to the electronic court and administrative mailbox of the registry court.

After successful application for entry in the commercial register, you will receive a notice of entry. The registration will additionally be published in the Official Journal of the European Union for information purposes.

Changes

Significant information about your company, such as the registered office, legal form or authorized representatives, has changed? If so, please have the entry in the Commercial Register corrected without delay.

The entry is made in the same way exclusively by a notary public.

for registration: a notary's office of your choice

for registration: Register court (at the local court) at the registered office of your company

for registration: a notary's office of your choice

for registration: Register court (at the local court) at the registered office of your company

• Registration
• Certificate of incorporation with bylaws
• Certificates of appointment of the Board of Directors and the Supervisory Board (dualistic system) or of the Board of Administration and the Managing Directors (monistic system)
• Proof that the paid-in amount is finally at the free disposal of the board of directors or the managing directors (bank confirmation)
• List of the members of the board of directors or the members of the administrative board
• Foundation report
• audit reports of the members of the supervisory board and the management board or the board of directors, as the case may be, and of the formation auditors, together with their documentary evidence
• in the case of Sections 26 and 27 of the Stock Corporation Act, the contracts on which the determinations are based or which have been concluded for their execution, as well as a calculation of the formation expenses to be borne by the company

Depending on the form of formation of the European Company, further documents may be required.

Fixed fees are charged for entries in the Commercial Register in accordance with the Commercial Register Fees Ordinance.

The registration court must decide on the registration immediately after receipt of the application. If all documents are available and no objections by the court are necessary, registrations are usually made within a few working days.

Commercial Register Fees Ordinance (HRegGebV) Law on Costs of Voluntary Jurisdiction for Courts and Notaries (Court and Notary Costs Act - GNotKG)
Ordinance on Fees in Commercial, Partnership and Cooperative Register Matters (HRegGebV), Annex (to § 1) List of Fees

• Verordnung (EG) Nr. 2157/2001 des Rates vom 08.10.2001 über das Statut der Europäi-schen Gesellschaft (SE)
• SE-Ausführungsgesetz (SEAG)
• § 36 Aktiengesetz (AktG)
• § 37 Aktiengesetz (AktG)
• § 12 Handelsgesetzbuch (HGB)

• weitere Informationen Aauf der Webseite der Europäischen Kommission

11.09.2014

The text was automatically translated based on the German content.