Shareholder-managing director (Gesellschafter-Geschäftsführer)
Also: Gesellschafter-Geschäftsführer, owner-manager
In short
A shareholder-managing director holds a share in the GmbH or UG and also manages its business. For founders, this is the norm.
Shareholder-managing director (Gesellschafter-Geschäftsführer) explained
For social insurance, what matters is whether they control the company. If they hold 50% or more of the shares, they usually have a controlling position and are treated like a self-employed person. Below that, a blocking minority anchored in the articles of association, with which they can prevent all resolutions, can lead to the same result. For tax purposes, their salary is a business expense of the GmbH, but it must be reasonable; otherwise, there is a hidden profit distribution to that extent. They can only conclude contracts with themselves with an exemption from Sec. 181 BGB.