Glossary · Legal forms

KG (limited partnership)

Also: Kommanditgesellschaft, limited partnership

In short

The KG is a commercial partnership with at least one partner with unlimited liability (general partner) and at least one limited partner whose liability is limited to a liability amount. It is entered in division A of the commercial register.

KG (limited partnership) explained

The general partner manages the business. The limited partners are excluded from management, but have rights of control (Sec. 164, 166 HGB), and extraordinary transactions require their consent. There is no minimum capital. All partners sign the application to the commercial register with notarial certification. Otherwise, the rules of the OHG apply (Sec. 161 (2) HGB). The company name must contain "Kommanditgesellschaft" or an understandable abbreviation such as "KG" (Sec. 19 (1) no. 3 HGB). If the general partner is a GmbH or UG, the result is a GmbH & Co. KG or UG & Co. KG. For tax purposes, the KG is a partnership with a trade tax allowance.

Legal basisSec. 161, 164, 166, 171, 19 (1) no. 3 HGB; Sec. 3 (2) HRV

Matching service

Form a KG

€469net plus VAT, notary fees for certifying signatures, court fees, IHK and trade registration costs

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Related terms

GmbH (limited liability company)The GmbH is a corporation and legal entity formed by one or more persons with at least €25,000 share capital. As soon as it is entered in the commercial register, in principle only the company's assets are liable for its debts.OHG (general partnership)The OHG is a commercial partnership whose purpose is to operate a commercial business under a joint company name, and all of whose partners are personally liable without limit. It needs no minimum capital and is entered in division A of the commercial register.Partnership (Personengesellschaft)In a partnership, at least two partners join together, and the partnership depends on their personal involvement; examples are the GbR, OHG, KG and PartG. There is no minimum capital, but at least one partner is liable without limit.UG (haftungsbeschränkt)The UG (haftungsbeschränkt) is not a separate legal form, but a GmbH with less than €25,000 share capital, mathematically from €1, which must be paid in full in cash before the application. In return, it must put a quarter of its annual net profit into a reserve every year.Commercial register (Handelsregister)The commercial register is a public, electronically kept register of merchants and commercial companies, maintained by the register courts. Division A (HRA) lists, for example, sole traders, OHGs and KGs; division B (HRB) lists, for example, GmbHs, UGs and AGs.Company name (Firma)In the legal sense, the "Firma" is the name under which a merchant conducts business and signs. It must be distinctive, must not be misleading and must contain the legal form suffix.

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