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Glossary · Legal forms

Holding company (Holding)

Also: Holding, Holdinggesellschaft, Holding-GmbH, Holding-UG, Beteiligungsgesellschaft

In short

A holding is not a legal form, but a structure in which a parent company, usually a GmbH or UG, holds shares in one or more subsidiaries. With a shareholding of 10% or more, 95% of the subsidiary's profit distributions remain exempt from corporation tax at the holding level.

Holding company (Holding) explained

The parent holds and manages the shareholdings, while the subsidiary runs the operating business. For dividends, the exemption under Sec. 8b KStG requires a shareholding of at least 10% at the start of the calendar year; for trade tax, 15% at the start of the assessment period (Sec. 9 no. 2a GewStG). With a multiplier of 400%, a tax burden of around 1.5% remains at holding level. This pays off above all when profits stay in the structure and are reinvested, because whatever the holding distributes to you, you pay tax on privately. This is offset by the costs of running two companies.

Legal basisSec. 8b KStG, Sec. 9 no. 2a GewStG

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Related terms

Asset management GmbH (vermögensverwaltende GmbH)An asset management GmbH manages its own assets, such as real estate, securities or shareholdings, instead of running an operating business. It is often used as a holding company or to invest accumulated profits.Corporation (Kapitalgesellschaft)In a corporation, the capital contributed is what matters, not the person of the shareholders; examples are the GmbH, UG and AG. It is a legal entity and in principle is only liable with the company's assets.eGbRThe eGbR is a GbR that is entered in the partnership register at the local court and carries the suffix "eGbR". Registration has been possible since 1 January 2024 and is voluntary, but it is a prerequisite for acquiring real estate or GmbH shares.Foundation (Stiftung)A foundation is a legal entity without members, endowed with assets in order to fulfil a purpose set by the founder permanently and sustainably. It comes into existence through the act of establishment and recognition by the competent state authority.GbR (civil law partnership)A GbR comes into existence as soon as at least two persons contractually undertake to pursue a common purpose, without a notary, register or minimum capital. All partners are personally liable for its debts, without limit and jointly and severally.gGmbH (non-profit GmbH)The gGmbH is a GmbH whose articles of association and actual management pursue exclusively and directly charitable, benevolent or religious purposes. In its tax-privileged sphere, it is exempt from corporation tax and trade tax, but may not distribute profits.

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