GmbH & UG

GmbH annual accounts — what German law expects from you as managing director

If you are the managing director of a German GmbH or UG (haftungsbeschränkt), you are personally responsible for the statutory annual financial statements — preparing them on time, getting them adopted by the shareholders, and filing them publicly. Here is the complete picture in English, and how our AI software produces the compliant German documents for you.

Your obligations as Geschäftsführer

Four duties, all of them yours — not your accountant's.

Prepare the annual financial statements

Balance sheet, income statement and notes under HGB — within three months of year end, or six months for small and micro GmbHs (Section 264 HGB).

Submit them to the shareholders

The shareholders adopt the statements (Feststellung) and resolve on the result — within eight months, or eleven for small GmbHs (Section 42a GmbHG).

Arrange an audit — if required

Medium-sized and large GmbHs need a statutory auditor (Section 316 HGB). Micro and small companies are exempt.

File with the Company Register

Within twelve months of the balance sheet date, the required documents must be filed electronically with the Unternehmensregister (Section 325 HGB).

What you must file depends on size

Smaller companies file less — German law deliberately protects micro and small companies from full public disclosure.

Micro GmbH / UG

May deposit a shortened balance sheet with the Company Register instead of publishing it (retrievable only on request), and may waive the notes if certain disclosures appear below the balance sheet.

Small GmbH

Files the balance sheet and reduced notes only — the income statement stays private. No audit, no management report.

Medium-sized GmbH

Files audited statements including income statement, notes and management report, with some relief on balance sheet detail.

Large GmbH

Files the complete audited package without relief.

What happens if you miss the filing

Non-filing is not a parking ticket — enforcement is automated and escalates.

Automatic penalty proceedings

The Federal Office of Justice (Bundesamt für Justiz) monitors filings automatically. After the twelve-month deadline it sends a warning with a six-week grace period.

Fines from EUR 2,500 upwards

If you still do not file, an administrative fine of at least EUR 2,500 is imposed — repeatedly, until you comply. Fines can reach EUR 25,000, and they target the company and its directors.

From trial balance to filed statements

The software takes your accounting data and produces every required German document.

AI-drafted German documents

Balance sheet, income statement, notes and — where required — management report are generated from your trial balance and a guided questionnaire, at professional drafting level.

Filing versions included

The software derives the correct disclosure version for your size class automatically, so you never over-publish. E-Bilanz for the tax office is available from the same data.

More English guides

German annual financial statements — overview | Jahresabschluss in English — language requirements | Deadlines & filing

Frequently asked questions

Short, concrete answers about German statutory accounts and the software.

The managing directors (Geschäftsführer) are personally responsible for preparing the annual financial statements and submitting them to the shareholders without undue delay (Section 42a GmbHG). Delegating the work to software or an advisor does not shift the legal responsibility.

Only medium-sized and large GmbHs require a statutory audit under Section 316 HGB. Micro and small GmbHs — the vast majority — are audit-exempt. Whether you are 'small' depends on balance sheet total, revenue and employee count under Section 267 HGB.

Yes. The UG is legally a GmbH variant, so all HGB accounting, preparation and filing rules apply identically. In addition, a UG must allocate 25 percent of its annual profit to a statutory reserve until the share capital reaches EUR 25,000 (Section 5a GmbHG).

Yes. Dormant or inactive GmbHs must still prepare and file annual financial statements every fiscal year. Failure to file triggers penalty proceedings by the Federal Office of Justice even if there was no business activity.

It is common and manageable: the statutory documents must be in German (Section 244 HGB), but nothing prevents you from working entirely in English and reviewing an English convenience translation. That is exactly the workflow our English interface is built for — you work in English, the compliant German documents are generated and filed underneath.

After preparation by the managing directors, the shareholders formally adopt the annual financial statements (Feststellung) — within eight months of the fiscal year end, or eleven months for small GmbHs (Section 42a GmbHG). Only then are dividends distributable.

Run your GmbH's year-end in English

The English interface runs on the engine that produces filing-ready German statements for GmbHs and UGs. Register free — your first annual accounts are included.

The full interface — bookkeeping, annual financial statements, corporate and trade tax, VAT — is available in English. The statutory documents and every filing are generated in German, as § 244 HGB requires. No credit card needed to start.