Excellent
| 4.89 out of 5 (677 reviews)
Convert a sole proprietorship into a GmbH
We plan the right route for your switch, draft all contracts and help you schedule your notary appointment near you. Your business keeps running as usual during the conversion.
Documents in 24 h
Directly from a lawyer
Your business keeps running
As seen in
Start a business
Convert a sole proprietorship into a GmbH at a fixed price
We plan the right route for your switch, draft all contracts and help you schedule your notary appointment near you. Your business keeps running as usual during the conversion.
€1,069 fixed price
€25,000 share capital for the GmbH, of which €12,500 must be paid in immediately
for sole proprietors whose liability risk or profit has grown
Why Recht 24/7
Formation with a lawyer.At a fixed price.
Documents from a lawyer
Lawyers on our staff prepare your documents individually, since 2003 and with liability for our advice.
All documents within 24 hours
After you order, we check the company name and prepare all formation documents within one business day.
Help with the notary appointment
We help you schedule your notary appointment near you. You are free to choose the notary.
What's included
What you get for €1,069
net plus VAT, notary and court fees and the cost of updating your trade registration
Recommendation of the best conversion option
Company name checked
By a lawyer and with the IHK, before you go to the notary.
All documents individually from a lawyer
Articles of association, list of shareholders, commercial register application, managing director's service agreement.
Not included: Notary fees, commercial register and court fees, trade office. · The tax valuation of the business assets to be contributed is a job for your tax advisor, and we work directly with them.
How it works
It's that simple.
5 steps, all online. You visit the notary once at most, and we guide you through the entire formation process.
Order online and analysis(1 to 2 days)
You place your order online and describe your business.
Documents from a lawyer(24 h after clarification)
We draft your GmbH conversion formation documents.
Notary appointment(a few days)
We coordinate everything with the notary's office and help you schedule your notary appointment near you.
Account, deposit, registration
You open the business account and pay in the share capital.
Result
Your business continues in the GmbH. Contracts, accounts and ongoing orders are transferred according to plan, with a checklist from us.
Decision guide
Is the conversion right for you?
A good fit if …
your sole proprietorship has grown: higher order values, employees, loans or profits you don't want to withdraw in full. The GmbH (German limited liability company) limits your liability to the company's assets and taxes retained profits at 15% corporate income tax instead of your personal tax rate.
Not a good fit if …
your risk is small and you need all profits privately on an ongoing basis. Then the GmbH only costs administration: balance sheet requirement, annual financial statements, separation of company and private money.
Alternative
Liability protection with less capital required. Form a UG (haftungsbeschränkt), the German mini-GmbH, for €259.
Learn moreComparison
Legal forms compared
Share capital
Liability
Time to form
Ongoing effort
Our price
Share capital
Liability
Time to form
Ongoing effort
Our price
Why Recht 24/7
One law firm. No middlemen.
Our lawyers are employed by us, not brokered. Since 2003.
Lawyer Christina Schröder
founder and managing director of Recht 24/7
Formation by a lawyer
Articles of association, statutes and the register filing are drafted by a lawyer: no generator, no template.
Fixed price incl. advice
Formation advice on your order is included in the price, with no hourly rate.
Documents within 24 hours
You get all formation documents within 24 hours. We help you schedule your notary appointment near you.
Insured up to €2.5 million
Professional liability insurance with HDI. For every matter, without exception.
Clients since 2003
60,000+
supported on all legal matters.
Client rating
4.9/5
from 677 Trusted Shops reviews.
Insured amount
€2.5M
Professional liability cover for every matter.
Client stories
They worked with us. Here's what they say.
01 / 13
UG formation
Recht 24/7 helped us form a UG and working with them was excellent. Not only because they live up to their name, but also because they work through everything with you step by step. Questions were answered super quickly by a top-qualified lawyer, and the notary appointment was handled outstandingly fast.
Ahmed Sassi
Signum Label Marketing UG
Translated from German
Client reviews
What our clients say
4.89 out of 5 stars from 677 verified Trusted Shops reviews.
Client via Trusted Shops · Contract check
04/29/2026
Translated from German
Very fast, very thorough, very professional! The fast and professional evaluation and assessment of my contract helped me make an informed decision. All around very fast, very thorough, very professional!
Client via Trusted Shops · Contract review, apartment purchase
02/11/2026
Translated from German
Expectations were exceeded! At first I was skeptical whether the online service would measure up to a personal conversation with a lawyer. But Recht 24/7 exceeded my expectations. Highly qualified staff, fast response times.
Client via Trusted Shops · Legal advice
06/20/2026
Translated from German
Great experience, the processing happens in a truly unbeatable time. For me, with two orders, already in under 24 h, and that at a price that is completely unbeaten compared to the market.
Client via Trusted Shops · GmbH liquidation
01/28/2026
Translated from German
Support with the liquidation of a GmbH The responses always came very promptly, and my questions were answered clearly and understandably. My expectations were not only met but exceeded. Recommended without reservation.
Client via Trusted Shops · Terms and conditions drafting
07/16/2026
Translated from German
A clear recommendation Drafting our terms and conditions went smoothly and very quickly. The price is more than fair compared to what our lawyer charges. I can recommend this way of having terms and conditions drafted without reservation.
Client via Trusted Shops · Terms and conditions & data protection
03/04/2026
Translated from German
The terms and conditions, the privacy policy and the contract were drafted incredibly quickly and precisely. Naturally, a lawyer familiar with my field was chosen. The price-performance ratio is top.
Client via Trusted Shops · Legal advice
03/19/2026
Translated from German
Very fast response to all concerns with detailed and understandable answers. Recht 24/7 gave me the legal certainty I needed to act in a difficult situation. The costs were transparent and predictable at all times.
Client via Trusted Shops · Company formation
03/06/2026
Translated from German
Great support for founders Communication by email was fast and easy. My questions were answered competently and I was helped along with the individual steps.
Client via Trusted Shops · Trademark registration
03/31/2026
Translated from German
My application for a combined word/figurative mark was handled professionally, especially in choosing the name. This met my expectation of a successful registration of the trademark with the EUIPO.
Client via Trusted Shops · Legal documents
03/18/2026
Translated from German
Fast and well-founded preparation of legal documents Very fast, yet clean and well-founded preparation of legal documents for my company. Communication takes place on an equal footing, which is often not a given.
Client via Trusted Shops · Legal advice
08/10/2026
Translated from German
I am pleasantly surprised that an online order is handled so quickly. And yet my individual case was not treated as standard; instead, its particularities were identified and taken into account.
Client via Trusted Shops · Contract check
06/30/2026
Translated from German
Fast review of my service agreement It was reviewed with good tips, and I also received comprehensive help with two follow-up questions. The user interface is also very easy to use.
Client via Trusted Shops · Legal advice
07/21/2026
Translated from German
Fast, effective, human and professional. Recommended, 100%.
Client via Trusted Shops · Legal advice
06/29/2026
Translated from German
A prompt, competent and solution-oriented answer that fully met my expectations.
Client via Trusted Shops · Contract check
04/29/2026
Translated from German
Very fast, very thorough, very professional! The fast and professional evaluation and assessment of my contract helped me make an informed decision. All around very fast, very thorough, very professional!
Client via Trusted Shops · Contract review, apartment purchase
02/11/2026
Translated from German
Expectations were exceeded! At first I was skeptical whether the online service would measure up to a personal conversation with a lawyer. But Recht 24/7 exceeded my expectations. Highly qualified staff, fast response times.
Client via Trusted Shops · Legal advice
06/20/2026
Translated from German
Great experience, the processing happens in a truly unbeatable time. For me, with two orders, already in under 24 h, and that at a price that is completely unbeaten compared to the market.
Client via Trusted Shops · GmbH liquidation
01/28/2026
Translated from German
Support with the liquidation of a GmbH The responses always came very promptly, and my questions were answered clearly and understandably. My expectations were not only met but exceeded. Recommended without reservation.
Client via Trusted Shops · Terms and conditions drafting
07/16/2026
Translated from German
A clear recommendation Drafting our terms and conditions went smoothly and very quickly. The price is more than fair compared to what our lawyer charges. I can recommend this way of having terms and conditions drafted without reservation.
Client via Trusted Shops · Terms and conditions & data protection
03/04/2026
Translated from German
The terms and conditions, the privacy policy and the contract were drafted incredibly quickly and precisely. Naturally, a lawyer familiar with my field was chosen. The price-performance ratio is top.
Client via Trusted Shops · Legal advice
03/19/2026
Translated from German
Very fast response to all concerns with detailed and understandable answers. Recht 24/7 gave me the legal certainty I needed to act in a difficult situation. The costs were transparent and predictable at all times.
Client via Trusted Shops · Company formation
03/06/2026
Translated from German
Great support for founders Communication by email was fast and easy. My questions were answered competently and I was helped along with the individual steps.
Client via Trusted Shops · Trademark registration
03/31/2026
Translated from German
My application for a combined word/figurative mark was handled professionally, especially in choosing the name. This met my expectation of a successful registration of the trademark with the EUIPO.
Client via Trusted Shops · Legal documents
03/18/2026
Translated from German
Fast and well-founded preparation of legal documents Very fast, yet clean and well-founded preparation of legal documents for my company. Communication takes place on an equal footing, which is often not a given.
Client via Trusted Shops · Legal advice
08/10/2026
Translated from German
I am pleasantly surprised that an online order is handled so quickly. And yet my individual case was not treated as standard; instead, its particularities were identified and taken into account.
Client via Trusted Shops · Contract check
06/30/2026
Translated from German
Fast review of my service agreement It was reviewed with good tips, and I also received comprehensive help with two follow-up questions. The user interface is also very easy to use.
Client via Trusted Shops · Legal advice
07/21/2026
Translated from German
Fast, effective, human and professional. Recommended, 100%.
Client via Trusted Shops · Legal advice
06/29/2026
Translated from German
A prompt, competent and solution-oriented answer that fully met my expectations.
Client via Trusted Shops · Legal advice
06/29/2026
Translated from German
A prompt, competent and solution-oriented answer that fully met my expectations.
Client via Trusted Shops · Legal advice
07/21/2026
Translated from German
Fast, effective, human and professional. Recommended, 100%.
Client via Trusted Shops · Contract check
06/30/2026
Translated from German
Fast review of my service agreement It was reviewed with good tips, and I also received comprehensive help with two follow-up questions. The user interface is also very easy to use.
Client via Trusted Shops · Legal advice
08/10/2026
Translated from German
I am pleasantly surprised that an online order is handled so quickly. And yet my individual case was not treated as standard; instead, its particularities were identified and taken into account.
Client via Trusted Shops · Legal documents
03/18/2026
Translated from German
Fast and well-founded preparation of legal documents Very fast, yet clean and well-founded preparation of legal documents for my company. Communication takes place on an equal footing, which is often not a given.
Client via Trusted Shops · Trademark registration
03/31/2026
Translated from German
My application for a combined word/figurative mark was handled professionally, especially in choosing the name. This met my expectation of a successful registration of the trademark with the EUIPO.
Client via Trusted Shops · Company formation
03/06/2026
Translated from German
Great support for founders Communication by email was fast and easy. My questions were answered competently and I was helped along with the individual steps.
Client via Trusted Shops · Legal advice
03/19/2026
Translated from German
Very fast response to all concerns with detailed and understandable answers. Recht 24/7 gave me the legal certainty I needed to act in a difficult situation. The costs were transparent and predictable at all times.
Client via Trusted Shops · Terms and conditions & data protection
03/04/2026
Translated from German
The terms and conditions, the privacy policy and the contract were drafted incredibly quickly and precisely. Naturally, a lawyer familiar with my field was chosen. The price-performance ratio is top.
Client via Trusted Shops · Terms and conditions drafting
07/16/2026
Translated from German
A clear recommendation Drafting our terms and conditions went smoothly and very quickly. The price is more than fair compared to what our lawyer charges. I can recommend this way of having terms and conditions drafted without reservation.
Client via Trusted Shops · GmbH liquidation
01/28/2026
Translated from German
Support with the liquidation of a GmbH The responses always came very promptly, and my questions were answered clearly and understandably. My expectations were not only met but exceeded. Recommended without reservation.
Client via Trusted Shops · Legal advice
06/20/2026
Translated from German
Great experience, the processing happens in a truly unbeatable time. For me, with two orders, already in under 24 h, and that at a price that is completely unbeaten compared to the market.
Client via Trusted Shops · Contract review, apartment purchase
02/11/2026
Translated from German
Expectations were exceeded! At first I was skeptical whether the online service would measure up to a personal conversation with a lawyer. But Recht 24/7 exceeded my expectations. Highly qualified staff, fast response times.
Client via Trusted Shops · Contract check
04/29/2026
Translated from German
Very fast, very thorough, very professional! The fast and professional evaluation and assessment of my contract helped me make an informed decision. All around very fast, very thorough, very professional!
Client via Trusted Shops · Legal advice
06/29/2026
Translated from German
A prompt, competent and solution-oriented answer that fully met my expectations.
Client via Trusted Shops · Legal advice
07/21/2026
Translated from German
Fast, effective, human and professional. Recommended, 100%.
Client via Trusted Shops · Contract check
06/30/2026
Translated from German
Fast review of my service agreement It was reviewed with good tips, and I also received comprehensive help with two follow-up questions. The user interface is also very easy to use.
Client via Trusted Shops · Legal advice
08/10/2026
Translated from German
I am pleasantly surprised that an online order is handled so quickly. And yet my individual case was not treated as standard; instead, its particularities were identified and taken into account.
Client via Trusted Shops · Legal documents
03/18/2026
Translated from German
Fast and well-founded preparation of legal documents Very fast, yet clean and well-founded preparation of legal documents for my company. Communication takes place on an equal footing, which is often not a given.
Client via Trusted Shops · Trademark registration
03/31/2026
Translated from German
My application for a combined word/figurative mark was handled professionally, especially in choosing the name. This met my expectation of a successful registration of the trademark with the EUIPO.
Client via Trusted Shops · Company formation
03/06/2026
Translated from German
Great support for founders Communication by email was fast and easy. My questions were answered competently and I was helped along with the individual steps.
Client via Trusted Shops · Legal advice
03/19/2026
Translated from German
Very fast response to all concerns with detailed and understandable answers. Recht 24/7 gave me the legal certainty I needed to act in a difficult situation. The costs were transparent and predictable at all times.
Client via Trusted Shops · Terms and conditions & data protection
03/04/2026
Translated from German
The terms and conditions, the privacy policy and the contract were drafted incredibly quickly and precisely. Naturally, a lawyer familiar with my field was chosen. The price-performance ratio is top.
Client via Trusted Shops · Terms and conditions drafting
07/16/2026
Translated from German
A clear recommendation Drafting our terms and conditions went smoothly and very quickly. The price is more than fair compared to what our lawyer charges. I can recommend this way of having terms and conditions drafted without reservation.
Client via Trusted Shops · GmbH liquidation
01/28/2026
Translated from German
Support with the liquidation of a GmbH The responses always came very promptly, and my questions were answered clearly and understandably. My expectations were not only met but exceeded. Recommended without reservation.
Client via Trusted Shops · Legal advice
06/20/2026
Translated from German
Great experience, the processing happens in a truly unbeatable time. For me, with two orders, already in under 24 h, and that at a price that is completely unbeaten compared to the market.
Client via Trusted Shops · Contract review, apartment purchase
02/11/2026
Translated from German
Expectations were exceeded! At first I was skeptical whether the online service would measure up to a personal conversation with a lawyer. But Recht 24/7 exceeded my expectations. Highly qualified staff, fast response times.
Client via Trusted Shops · Contract check
04/29/2026
Translated from German
Very fast, very thorough, very professional! The fast and professional evaluation and assessment of my contract helped me make an informed decision. All around very fast, very thorough, very professional!
Our awards and reviews reflect the highest level of client satisfaction.
At a glance
Convert a sole proprietorship into a GmbH: the essentials
Converting a sole proprietorship into a GmbH: the three routes at a glance
As a sole proprietor, growth brings you up against two limits: unlimited personal liability, and income tax that hits retained profits just as hard as withdrawn ones. A GmbH solves both problems, provided the switch is structured properly. There are three routes for this.
Route 1: new formation with individual transfer
The pragmatic standard route: you form a GmbH with cash, then transfer assets, customer relationships and contracts individually to the new company. Advantage: fast and predictable, the GmbH is usually in place 5 to 16 days after notarization. Disadvantage: every contract needs the consent of the contracting party, as the GmbH is not an automatic legal successor. For service providers with a manageable number of contracts, this is usually the best route.
Route 2: formation with contributions in kind
Instead of cash, you contribute your business to the GmbH as a contribution in kind. This saves you paying in capital, but requires a non-cash formation report and proof of the value of the business, usually via a valuation report. The registry court reviews the formation with contributions in kind individually. Because of the required documents, often from an auditor, this route frequently takes several months. It makes sense if there are substantial business assets and cash capital is lacking.
Route 3: spin-off under the German Transformation Act
The most elegant solution in legal terms: as a registered merchant (e.K.), you can spin off your business as a whole into a GmbH under §§ 152 et seq. UmwG. The big advantage is universal succession: contracts, receivables and liabilities transfer automatically, without individual consents. The prerequisite is prior registration as an e.K. in the commercial register. Because of the required documents, this route also frequently takes several months. It is worthwhile if you have many ongoing contracts that cannot be transferred individually.
Taxes: book value instead of disclosure
The key tax provision is § 20 UmwStG: if you contribute your business to the GmbH in exchange for shares, this can be done at book value. Hidden reserves are not disclosed, and no tax is due on the contribution itself. In return, the shares you receive are subject to a 7-year lock-up period: a sale within this period triggers retroactive pro-rata taxation. Coordination with your tax advisor is therefore an integral part of the roadmap.
What stays, what doesn't
Your old liabilities remain personal: limited liability only applies to new business of the registered GmbH. You get a new account and tax number. Employment relationships transfer automatically in a transfer of business under § 613a BGB. And your market presence? That stays: name (with the GmbH suffix), customers and business continue seamlessly if the transition has been prepared. That preparation is exactly our job.
FAQ
Frequently asked questions.
Not listed? Write to us using the contact form.
Our fee is a fixed price of €1,069 net. On top of that come the notary fee, which depends on the business value and is calculated individually by the notary, approx. €300 for the commercial register and the fee for updating your trade registration, which varies by municipality.
Three: forming a new GmbH with individual transfer of the assets (the most common and fastest route), a formation with contributions in kind where the business is contributed as share capital, and a spin-off under the German Transformation Act (UmwG), which requires registration as a registered merchant (e.K.). Which route fits depends on contracts, assets and taxes, and we clarify that at the start.
No. The GmbH is not an automatic legal successor of your sole proprietorship. Customer, lease and supply contracts must be transferred with the consent of the contracting parties. With a spin-off under the Transformation Act, by contrast, contracts transfer as a whole, which is one of the reasons to consider this route.
No. Old liabilities from the sole proprietorship remain your personal liabilities. Limited liability only applies to transactions the GmbH concludes after its registration.
No. The GmbH is a new taxable entity and needs its own tax number and its own business account. Your existing account cannot be taken over.
In a transfer of business, employment relationships automatically pass to the GmbH under § 613a BGB, with all rights and obligations. Employees must be informed in writing; we prepare the letters.
At least €12,500 must be paid in to register the GmbH. With a formation with contributions in kind, your business assets can serve as the contribution instead, in which case proof of their value is required.
Yes, the same process works with a UG. However, if you have valuable business assets, a contribution in kind is not possible, as a UG may only be formed with cash.
That depends on the route. With a contribution under § 20 UmwStG, the business can be contributed at book value and therefore tax-neutrally, but a 7-year lock-up period applies to selling the shares. Tax structuring is a job for your tax advisor.
The sole proprietorship is deregistered or its registration is updated, and the GmbH is newly registered. You submit the registration to your municipality yourself, and we advise you on it.
Often yes, with the suffix "GmbH" added. We have the name checked by a lawyer and with the IHK before it goes into the articles of association.
Legally, you can switch at any time. Whether a particular cut-off date makes sense for tax purposes is something to clarify with your tax advisor. If there is an acute liability risk: better now than on a nice cut-off date.
