Germany has a strong culture of formal bookkeeping and public disclosure. Directors are responsible for the annual accounts, the accounts must be published, and the tax returns are normally prepared by a licensed tax adviser. Several deadlines overlap in a way that confuses first-time owners. Preparing the accounts, publishing them and filing the tax returns are separate duties with separate clocks.

This guide covers the limited liability company (GmbH), the usual vehicle for a foreign-owned subsidiary, and notes where the entrepreneurial company (UG), the stock corporation (AG) and a branch differ. It is written for founders and for legal, finance and operations teams.

Updated November 9, 2026. German deadlines depend on the size class and on extensions available through a tax adviser, so use the dates below as the usual pattern and confirm them with the tax office and the Federal Office of Justice.

Entity compliance Germany: the quick answer

• Keep continuous bookkeeping and prepare the annual financial statements under the Commercial Code (HGB), which professional sources place within three to six months after year-end.

• Have the shareholders adopt the statements, and publish them electronically in the Federal Gazette (Bundesanzeiger) no later than twelve months after the balance sheet date, which is 31 December of the next year for a calendar-year company.

• File the corporate tax return, trade tax return and annual VAT return, which professional sources place at 31 July of the following year, extended with a tax adviser to the end of February of the year after.

• File monthly VAT and payroll tax reports, and keep the Transparenzregister current.

What determines a German company's compliance requirements?

The size class decides the content, the audit and the publication period. The Commercial Code groups corporations into micro, small, medium and large, using balance sheet total, revenue and employees. Small companies may prepare shorter statements and use publication reliefs, while medium and large ones must prepare fuller statements, appoint an auditor and, according to professional sources, may face a shorter publication period.

Legal form matters as well. A GmbH and a UG must publish their accounts, and foreign-owned branches follow comparable disclosure rules. A foreign parent does not change the German duties, but group structures can trigger consolidation and related-party disclosures.

Annual entity requirements in Germany: the core checklist

1. Annual financial statements

The managing directors prepare the balance sheet, the profit and loss account and the notes, plus a management report for larger companies. Professional sources describe a period of three to six months after year-end for preparation, depending on size, and a period for shareholder adoption that can reach eleven months for small companies. Because the rules differ by size, confirm your class with the accountant.

2. Publication in the Federal Gazette

Publication is a separate step after preparation. Under the Commercial Code, the documents must be published immediately after submission to the shareholders and no later than twelve months after the end of the financial year, according to the Berlin chamber of commerce. Listed companies have a shorter period. Filing is electronic through the Federal Gazette platform, and the documents then appear in the company register. The Federal Office of Justice enforces the duty, and professional sources describe administrative fines starting from EUR 2,500 that increase with repeated non-publication. Treat the twelve-month date as firm and independent of the tax assessment.

3. Corporate tax and trade tax returns

The corporate tax return, trade tax return and annual VAT return are filed electronically, with the annual accounts submitted in the electronic balance sheet format. Professional sources give 31 July of the following year as the standard date, extended to the end of February of the year after when a tax adviser is engaged. Corporate tax is 15 percent plus a solidarity surcharge of 5.5 percent of the tax, and trade tax depends on the municipality's rate, so the combined burden varies by location. Prepayments are made quarterly.

4. Shareholders' resolutions and the commercial register

The shareholders adopt the accounts and decide on the use of profit through a resolution, and the resolution should be kept with the accounts. Changes to directors, share capital, seat or articles are entered in the commercial register, normally through a notary.

5. Transparency register

All German companies, including GmbHs, report beneficial owners to the Transparenzregister, and professional sources describe the duty as continuous. Update the register after any change in ownership or control.

Tax and indirect tax obligations

The standard VAT rate is 19 percent, with a reduced rate of 7 percent for selected supplies. Advance VAT returns are filed by the tenth day of the following month, monthly or quarterly depending on turnover, with a monthly requirement in the first years for new businesses according to professional sources. The annual VAT return reconciles the advance returns. Intra-EU supplies need a summary report.

Employers withhold wage tax, pay social security and file monthly payroll declarations. Dividends to foreign shareholders are subject to withholding tax, which EU rules and treaties can reduce or remove when conditions are met, so keep exemption certificates. Related-party transactions need arm's-length pricing and documentation, and interest deductibility is limited for larger groups.

Foreign-owned subsidiaries

Foreign ownership of a GmbH is generally unrestricted, with investment screening for sensitive sectors. A GmbH needs at least one managing director, who can be a foreigner, a notarised articles of association, share capital paid in and a registered office in Germany. Foreign corporate shareholders provide apostilled or legalised documents with translations. Notaries often need a video procedure or in-person identity checks.

Banks apply enhanced due diligence to foreign-owned companies. Tax returns can only be filed on behalf of the company by licensed tax advisers, so plan to engage one early. Intercompany loans, management fees and royalties need contracts and pricing support.

First-year and event-triggered obligations

In the first year, the company is founded by notarial deed, the capital is paid in, the register entry is made, the company registers with the tax office by questionnaire, receives its tax number, registers for VAT and payroll, and sets up bookkeeping. The first financial year can be shorter than twelve months.

Events that trigger filings include a change of managing directors, a transfer of shares through a notarial deed, a capital change, a change of seat, a merger and a liquidation. Most need a notary and a register entry, and ownership changes need an updated shareholder list and a Transparenzregister update.

Employment and local requirements

German employment law combines statute, collective agreements and works council rights. Employers register staff with social insurance providers, withhold wage tax and keep written terms of employment. Employees have at least four weeks of paid annual leave by law, sick pay duties for the first period of illness, and strong dismissal protection once the company has more than ten employees. Works councils can be formed in companies of five or more employees. Many foreign-owned subsidiaries use a local payroll provider.

Build a compliance calendar for Germany

A compliance calendar turns the rules above into dated tasks with named owners. Start from the financial year-end and the incorporation anniversary, then add the recurring monthly and quarterly items. Review it each quarter, because deadlines, extensions and registry systems change.

• Throughout the year: bookkeeping, monthly advance VAT returns by the 10th and payroll declarations.

• January to June: prepare the annual financial statements.

• After preparation: adopt the statements by shareholder resolution.

• By 31 July: file the tax returns, or by the end of February of the following year with a tax adviser.

• By 31 December: publish the statements in the Federal Gazette for a calendar-year company.

• After any ownership change: update the Transparenzregister and the shareholder list.

Common mistakes

• Waiting for the tax assessment before publishing the accounts.

• Missing the twelve-month publication date and receiving a fine.

• Filing tax returns without a licensed tax adviser.

• Forgetting the trade tax return.

• Leaving the Transparenzregister out of date after a change at the parent.

• Using an outdated shareholder list after a transfer.

Entity compliance Germany: frequently asked questions

When must a GmbH publish its annual accounts?

No later than twelve months after the end of the financial year, which is 31 December of the next year for a calendar-year company.

Where are German accounts published?

Electronically in the Federal Gazette, and they then appear in the company register.

What is the fine for late publication?

Professional sources describe administrative fines starting from EUR 2,500.

When is the corporate tax return due?

Professional sources give 31 July of the following year, extended with a tax adviser to the end of February of the year after.

What is the standard VAT rate?

19 percent, with a reduced rate of 7 percent for selected supplies.

Can a foreigner be a managing director?

Yes. A GmbH needs at least one managing director, who can be a foreigner.

How CoverPin can help

CoverPin helps finance, legal and operations teams track entity obligations across countries. See our international entities overview, learn about compliance advisory, or browse more guides in our legal and compliance resources.

This article is general information, not legal, tax or accounting advice. Confirm current requirements with the relevant authority or a qualified local adviser before acting.