Blocking year (Sperrjahr)
Also: Sperrjahr, waiting year in liquidation
In short
The blocking year begins with the call to creditors in the Federal Gazette and lasts twelve months; only then may the remaining assets of a dissolved GmbH or UG be distributed to the shareholders. It protects creditors who still come forward.
Blocking year (Sperrjahr) explained
The blocking year cannot be shortened. During this time, the company may pay third-party invoices as normal; only nothing may flow to the shareholders, not even the share capital. Known creditors must be taken into account even if they do not come forward; if a claim is outstanding or disputed, the amount is deposited or security is provided (Sec. 73 (2) GmbHG). Anyone who pays out before it has expired is personally liable as liquidator (Sec. 73 (3) GmbHG). Example: if the call appears on 29 January 2027, the blocking year ends at the end of 29 January 2028. Without a blocking year, a GmbH can only end through deletion for lack of assets.