Service Finder
Establishment of a cooperative - registration in the register of cooperatives
Service Description
The cooperative is a company without a closed number of members with the purpose of promoting the acquisition or the economy of its members or their social or cultural interests by means of joint business operations. In accordance with this purpose, the aim of the cooperative is the self-help of its members through mutual promotion. Members can be natural persons, legal entities, general partnerships and limited partnerships.
According to § 4 GenG, at least three members are required to found a cooperative. These decide on articles of association in accordance with § 5 GenG. An "unregistered cooperative" comes into being when the articles of association are signed. In order to obtain legal capacity, the cooperative must be applied for entry in the register of cooperatives (§ 11 GenG).
Who should I contact?
The registration court at the Jena Local Court is responsible for registration.
Requirements
- At least 3 members
- Cooperative audit by a cooperative association
- Membership in a cooperative auditing association
Which documents are required?
Registration - electronically in publicly certified form - by all members of the Executive Board (§§ 11 (1), 157 GenG; § 9 HGB; § 1 GenRegV).
Content of the registration:
- Board members with date of birth and place of residence
- the power of representation of the executive board members (§ 11 Para.3 GenG) - here both the abstract regulation for the executive board and the concrete regulation for individual executive board members if it deviates from the abstract regulation
- location of the business premises (§ 24 subsection 2 HRV in conjunction with § 1 GenG)
documents to be attached to the application in electronic form (§ 12 subsection 2 HRG; § 7 subsection 3 GenRegV):
a) the articles of association, signed by the members participating in the formation and who have joined by the time of filing; at least three members are required (§§ 4,5,11 Paragraph 2 No.1 GenG)
The signature of the foundation protocol, to which the articles of association are attached, is sufficient.
b) Documents on the appointment of the board of directors and, if appointed, the supervisory board.
Simple copies of the election protocols are sufficient.
c) certificate from the auditing association that the cooperative has been admitted to membership (§ 11 Para. 2 No. 3, 54 GenG)
d) an expert opinion of the auditing association as to whether the personal or economic circumstances, in particular the financial situation of the cooperative, are likely to endanger the interests of the members or the creditors of the cooperative (§ 11 Para.2 No.3 GenG)
e) any approvals for the cooperative's business operations if this is expressly stipulated in the applied regulation, e.g. approval in accordance with § 32 KWG pursuant to § 43 Para.1 KWG
What are the fees?
The formation costs depend on the size of the cooperative and whether the documents are complete at the time of formation or need to be corrected.
The amount of the fee for registration is determined by the Court and Notary Fees Act in conjunction with the Ordinance on Fees in Commercial, Partnership and Cooperative Register Matters.
Legal basis
- §§ Sections 1, 10, 11, 157 of the Law on Acquisition and Business Cooperatives (GenG)
- § 6 Ordinance on the Register of Cooperatives
- § 12 German Commercial Code (HGB)
- Law on Costs of Voluntary Jurisdiction for Courts and Notaries (Law on Court and Notary Costs - GNotKG)
- Ordinance on Fees in Commercial, Partnership and Cooperative Register Matters (HRegGebV), Annex (to § 1) List of Fees
Applications / forms
Simple appeal pursuant to §§ 58 et seq. in conjunction with § 382 FamFG if the register court refuses registration.
Supporting institutions
Both for admission to a cooperative auditing association and for the foundation audit, the cooperative can choose an auditing association whose audit district includes Thuringia.
Two cooperative auditing associations were approved by the Thuringian Ministry of Economics, Science, and Digital Society:
1.
Verband Thüringer Wohnungs- und Immobilienwirtschaft e.V. (Thuringia Housing and Real Estate Association)
Government Road 58
99084 Erfurt
Telephone: +49 361 34010-0
Fax: +49 361 34010-233
E-Mail: info@vtw.de
Internet: www.vtw.de
2.
PDG Cooperative Auditing Association e.V.
Road of Peace 4
99094 Erfurt
Telephone: + 49 (0) 361/ 220 36-26
Fax: + 49 (0) 361/ 220 36-30
E-mail: kontakt@g-pv.de
Internet: www.genossenschaftlicher-pruefungsverband.de
Author
The text was automatically translated based on the German content per DeepL.
Technically approved by
Thuringian Ministry for Economy, Science and Digital Society
Professionally released on
22.08.2017
Source: Zuständigkeitsfinder Thüringen (Linie6Plus)
Competent Authority
Amtsgericht Jena - Registergericht
Postal address
07708 Jena
Address
07745 Jena
