Rental yield: definition & calculation

Should you decide on a yield property for your real estate investment, the question quickly arises:

Is this property worthwhile as an investment?

After all, buying real estate does not only entail immense costs at the beginning. There are also ongoing operating costs to be paid later on during the rental period. So to make sure that this expense is worthwhile, there is the rental yield. In other words, the rental yield puts your investment in relation to the potential rental income.

Formula for gross rental yield: percentage

To calculate the rental yield, the cold rent (without operating costs) and the purchase price of the property must be put into relation. The complete formula is:

Annual net income / investment * 100 = rental yield

The result is then in percent. The higher the percentage, the better the return. And the better the return, the more you earn from the property. As a real estate investor, you should ideally build up wealth again directly so that you can then invest it in further real estate as a capital investment.

Yield & location: A, B & C location

The decisive factor for the rental yield is the location of your property. Is the property in an A, B or C location? What about the macro and micro location? And is it a yield or investment property? Depending on the location, the respective property types have different rental yields.

A-location: Frankfurt & Munich

Typical for A-locations are low yields and a steady increase in value. Over the long term, therefore, rental yields rise here just as the value of the property itself does. The best examples of this are top A locations such as Munich and Frankfurt:

• Munich Ø Yield ~ 3
• Frankfurt Ø Yield ~ 4

B-location: Dresden & Nuremberg

In principle, B locations also have good returns. In addition, there has also been a significant increase in value here. The ideal rental yield in B locations is between 5 and 6 percent:

• Dresden Ø Yield ~ 5
• Nuremberg Ø Yield ~ 6

C-location: Wuppertal, Chemnitz, Krefeld

Gross rental yields are highest in C locations. On the other hand, there is no increase in value and the risk of vacancy is higher. Here are some examples:

• Wuppertal Ø Yield ~ 7
• Chemnitz Ø Yield ~ 8
• Krefeld Ø Yield ~10

Conclusion: What is the minimum rental yield?

The amount of the rental yield is therefore calculated according to a fixed formula and varies depending on the location and type of property. In principle, the higher the yield, the more profit is made. And the better the location, the lower the yield. Thus, yield properties are worthwhile above all in B and C locations, while you should choose properties in A locations above all for investment properties.

Learn more about rental yield here:

• Rental yield: Return on real estate (external)

If you want to learn even more on the subject of buying a property, whether owner-occupied or capital investment, numerous articles, guides on the subject of rented vs unrented, as well as checklists, all free and 24 hours online available, with us!

Apartment, house, apartment building, everything for real estate beginners!

Now new on Immobilien-Erfahrung.de:

• Buy property: learn – external

Selling old real estate: What to look out for?

Berlin, Hamburg, Munich, Cologne, Düsseldorf, Frankfurt and throughout Germany, this guide is specially designed for newcomers and the first sale. First of all, the initial situation is an important point of reference for the next steps. In principle, there are only two important questions:

• Who wants to buy my old house?
• How much is my old house still worth?

Your house sale, your multi-family house sale is basically like any house sale, only the valuation of the house, the valuation of the multi-family house is a little more demanding, depending on the year of construction and defects.

Let’s start with the “most important” question:

What is my old house worth?

Even if many first-time sellers often think so at first:

Who would be interested in my old house?

Even if your old house or apartment building is in absolute need of renovation and is in a C-location:

Offer price makes buyers

Firstly:

Buyers can always be found for the right price

Secondly, remember this:

Where there’s a house, there’s a plot of land!

Living space is scarce and land always has its value. Old detached houses, semi-detached houses or terraced houses and especially apartment buildings offer potential.

Want to learn more about sales?

Here I have all the steps for you in one guide:

• House sale
• Sale of apartment building

Let’s move on to the valuation of your old house:

Assessment: Dilapidated, in need of renovation, what to look out for?

How is a house valued? Anyone selling their very first home will have many questions about the procedure, the process and also the valuation of the old property. After all, the valuation is the basis for the offer price and purchase price and, ultimately, your profit from the sale of the property.

What type of house are you selling?

We are about to provide you with even more detailed advice on real estate valuation for houses, apartment buildings and villas, depending on the type of house you want to sell. The parameters change depending on the type of house, from terraced houses and detached villas to country houses and apartment buildings.

Depending on the size of the property, the condition of the property, the higher the letting capacity (versus vacancy), the location and the size of the plot, the offer price will be realistic and attract prospective buyers for your property.

Evaluation criteria: Location, size, condition

Here is an overview of the five most important evaluation criteria:

1. Type of house / type of use (owner-occupied, rented, multi-party houses)
2. Size of the property
3. Size of the property
4. Situation and development
5. Condition of the object
6. Current letting

Of course, you do not prepare this valuation yourself, it is prepared by professionals like us, by experts or surveyors. This provides an objective valuation(market value) as the basis for the entire calculation, from which the offer price can be calculated. When calculating the asking price, prospective developments are also factored in.

Want to learn more about valuation?

Learn more basics about house valuation, valuation of apartment buildings and, of course, the valuation of land.

• Rate house
• Valuate apartment building
• Valuation methods
• Typical defects by year of construction

Even away from the big city, living space is rare and you will find a buyer.

Selling an old apartment building: Get in touch!

Stephan M. Czaja (Lukinski)

If the floor space is large enough and the apartment building has enough condominiums, old houses, apartment buildings and their plots can have great potential with real estate investors, both domestic and foreign.

With renovation backlog, vacancy, dilapidated, please contact me without obligation:

• Contact us

Apartment building / apartment building for sale off market

In order to reach such investors (family offices, companies, investment and real estate funds, other institutions), you need to sell your property with experts in the off-market sector. What does that mean? This is where real estate is marketed exclusively by a real estate agency.

1:1, so to speak, the real estate agency only contacts selected contacts based on the previously known profile. Your property will then not appear on real estate portals, but will be presented very specifically to individual investors with a suitable purchase profile. Large investors want direct and exclusive access, other properties are not of interest to them because they cost time.

The big advantage:

The entire sale is discreet, anonymous and you don’t waste time with interested parties who have no money or just want to have a look.

Advantages of off-market sales:

• Targeted approach of investors and institutions
• Exclusive access for selected contacts with a matching profile
• No presence on public real estate portals
• Faster sale and potentially higher sales price

Capital and purchasing power: e.g. for modernization

These investor groups also have the necessary capital to develop the old property. They have 2 options.

Example: Development from rental to ownership

A very simple example: You have an old apartment building with 15, 20, 30 or 40 tenants. Now you have two options:

Option 1: Regional buyers

Regional investors generally have less capital than investors who operate nationally or internationally. Accordingly, the majority of properties will continue to be operated as they are.

This means that there is less potential in the old property and the purchase price falls.

Option 2: Supra-regional investors

Larger investors, on the other hand, take capital into their own hands and develop the property, for example by turning rental apartments into condominiums.

As a seller, you will also receive higher offers.

That’s why you don’t waste your time on real estate portals, having to answer 100 emails, constantly running credit checks. And how do you check the buyer’s equity or financing?

If you sell your old property off-market, it is not uncommon for the first person you contact to become the buyer of the property. The purchase contract and notary appointment are completed four weeks later.

Advantage: Proof of financing is available, as are the investors’ purchase profiles = fast sales process

Properties in the renovation backlog:

Old castle, palace or estate?

Even more special than houses and apartment buildings are properties such as old castles and palaces that have seen their best days.

However, there is also a good chance that real estate investors or investment funds will be interested in your property. Depending on the status of the listed building, “simple” options (conversion into condominiums) or more complex options for conversion or rededication can be implemented.

That’s why we can’t offer you a standardized guideline here, similar to old houses and apartment buildings. It always depends on the individual location, the development possibilities, for example due to the listed building status, but the history also counts for such properties.

Villa, property, new building & Co. – risk and mistakes

Important, this article refers to the sale of:

• Exclusive properties like villas
• Large properties such as new buildings
• Special projects such as land, forest land, agricultural land & Co.

If you “just” want to sell a condo or “just” a house, then read on here: the 15 most common real estate selling mistakes.

Everyone tells you about the typical mistakes, here are the additional real insights for selling real estate!

Preface: Mistakes are human and (!) avoidable

There are the typical mistakes that exist when selling apartments, houses and land. Mistakes that you will also find on all websites!

You may have come across lurid headlines like “Avoid these 7 mistakes” or even “10 mistakes you should avoid” and of course even better “the 11 biggest mistakes when selling real estate” when researching the sale of your property. These “typical” mistakes when selling real estate, you already know from the article “15 mistakes you should avoid”.

Errors are quite normal, because as mentioned in the introduction, only a little over 271,000 properties are sold per year, let’s look at the German real estate market. A significant proportion of these are also purely B2B (i.e. from company to company). So hardly any private sellers know about the risks.

Checklist: 15 mistakes summarized

These really typical mistakes are also quickly enumerated:

1. Too little time planned for sales – Little time? Already comes pressure
2. The wrong time to sell – Situation and economy
3. Inaccurate description of the property – Exposé is written unprofessionally
4. Unfavourable photos in the exposé – Just like exposé, hardly any demand
5. Wrong target audience and strategy – For example, student apartment in newspaper instead of social media.
6. Value of the property is incorrectly assessed – properties do not find buyers
7. Documents and proofs are missing – Documents are not available
8. Property is not prepared for viewings – Does not convince prospective buyers on site
9. Underestimated effort of the sales process – So many get under pressure, e.g. if the new property is already financed
10. Sale and negotiation are considered easy – preparation is then only half-hearted and leads to purchase price losses
11. Selling phase is designed alone – selling privately without estate agent and expertise
12. Prospects stall too long – Valuable time is lost, property is burned by long listing time
13. Proof of financing (buyer) – creditworthiness of buyer not checked
14. Defects in the purchase contract are overlooked – rights but also deadlines
15. Burn property – Large or exclusive properties in mass portals

For small objects that are in private sale, certainly always a nice, first overview. But as soon as it is no longer “only” about 100,000 euros, but perhaps even about 1 million, 3 million or even 10 million, there are completely different factors that are important.

Golden rule for real estate: exclusivity as a sales factor

Rule number one:

The most important thing, exclusivity in the sale, when it comes to objects > 1 million euros.

Why? You can find out here, in this article.

Real estate in comparison

Let’s first look at the different types of buyers and how they review and value properties. The word “ETW” stands for condominium. We look at 4 groups of buyers:

1. Group: ETW / house 80sqm ~ 200.000 rather indifferent; means also the buyer side is mostly inexperienced, it is less examined
2. Group: 150sqm ~ 900.000 / critical buyer
3. Group: 200sqm ~ 1.200.000 / researching buyers
4. Group: 250sqm and over 1.5 M / examining buyer
5. Group: large properties, new construction, agricultural land, etc. – special real estate / very experienced buyers, mostly with their own real estate office

Group 1-3, i.e. properties up to 200sqm, are mostly in the regular property market, in which “only” private individuals are interested. The typical marketing strategy here is: A lot, helps a lot. Often 2, 3 brokers are commissioned and the property is already in 4, 5 portals, newspapers, maybe even on social media networks.

Group 4 buys properties over 200 sqm, but still private. Who buys in this segment, is usually already experienced and knows, with building fabric, appraisers and so on. At the latest here it needs the help of a broker in negotiations.

Group 5 buys properties in the flow. 50 units (i.e. apartments) a quarter or even a month. Some investors buy 1,000 units directly, whether in A-location, B-location or even C-location. Properties in need of renovation, former hotels that are converted into condominiums or even forest land, agricultural land, old prefabricated buildings, etc.

Rule number 2, from group 5:

Time is (usually) more important than money

Group 4 and 5 need exclusive intermediaries, anonymous real estate sales, instead of “broad” mass and marketing, with direct line to investors, real estate funds and family offices.

Family offices (investors) and funds, rather than private individuals

If you want to achieve a high purchase price when selling real estate, you have to consider a few things, especially rule number 1: Exclusivity!

Real estate investors, family offices, any kind of “institution” check real estate offers and they prefer anonymity when buying and selling real estate. It is not only about exclusive villas, but especially about new construction, apartment buildings, neighborhoods, building plots and much more.

So to be separated are individual units like apartment, house, row house, duplex, etc. from:

1. Real estate with several units (terraced house, neighbourhood, street…)
2. Exclusive real estate of wealthy and or well-known persons

Such objects should not appear in public portals, because ideally, only 1 interested party should exist, who quickly and immediately becomes a buyer. For objects over 5 million euros (read our purchase profile here), time is the most valuable factor.

Buyers must have a solid financial background, capital proofs should not be a problem. Knowing these specific real estate investors, private individuals and investment groups is our job. Accordingly, over 99% of our properties never show up anywhere!

Thus, the placement does not take months, but sometimes only 7 to 10 days.

The big advantage of off market real estate and selling to private individuals, family offices and others:

• Anonymity of buyers and sellers
• Good purchase prices, through exclusive offers

Apartment house in A-location with development potential.

Real estate burn – 10 portals, 10 brokers, … Danger

Real estate agent and real estate portal have risks? Yes, exactly.

Too many advertisements – Error 1

The big danger is this, your property is in portal 1, portal 2, portal 3, so solid buyers will be wondering:

Why is this property listed in so many portals?

Why. Real estate buyers compare offers (see group 1-5 above). So as soon as duplicates show up, people start to get skeptical:

• Why does real estate need so much marketing?
• Are there any drawbacks to the property?
• Is the purchase price way too high?

If your offer now stands between thousands of others, the probability to find interested parties decreases, as well as with the typical mistakes when selling real estate.

Too many brokers – mistake 2

Accordingly comes the 2nd fatal mistake that drives many private sales down in price: Because the object was not sold quickly, a second broker is called in, perhaps even a third, fourth and fifth broker.

You wouldn’t believe how often that happens. Even with high-priced properties from 10 million.

Danger: The object is burned.

Factors for the sale: buyer and psychology

Real estate is subject to 2 factors:

• Number-based
• Emotion-based

Emotions are quickly explained: everyone likes to buy nearby, they know their way around here. If it were purely a matter of numbers, there are usually always interesting alternatives (locations) with better returns. This means that emotional factors also play a role.

Of course, a “burnt property” does not mean that you lose 70%, 80% of the purchase price, but it delays the sale of real estate, sometimes even in the years. Especially in the case of houses. Often private sellers then have to accept a lower offered price.

After all, at some point it will have to be sold, especially if a new property has already been financed, whether the move is done or the new love lives in another city.

Anonymity, exclusivity: off market to known buyers

Selling anonymously isn’t just important for construction companies, these two groups usually don’t want to attract attention either:

1. Wealthy individuals and public figures
2. Disposal before inheritance

Wealthy individuals and public figures – In addition to price, there is the notoriety of the owners described earlier. In particular, wealthy individuals and public figures do not want their properties to be open to view. Whether fans or members of the press, anonymity is considered very, very important in millionaire circles.

Then there is another group that prefers to sell anonymously and thus at the same time benefit from the effect of the exclusive sale, a higher purchase price.

Sale before Inheritance – Even on the subject of selling property before death, there are many people who do not want their own children or closer relatives, often even neighbours to know about the property sale. This could lead to disputes before a sale is completed.

Tip. Are you still thinking about whether to sell or bequeath? Learn how to do it here: Bequeath correctly. Also for your children and loved ones: Inherit correctly.

Scarcity effect due to exclusivity: influence purchase price

This shortage (i.e. the targeted approach of individual investors) also has a positive effect on the selling price that can be achieved.

As long as the offer is only available to one person, it is extremely exclusive and accordingly, higher sums are accepted in order to secure this offer.

Another advantage, this ensures an accelerated buying process.

After all, the prospective buyer then knows that he or she is the only person to whom the property has been offered so far.

Conversely: If a property is on five portals and it hasn’t sold yet, why push it? So far, it doesn’t seem to be going well either.

Now imagine using that knowledge as a savvy real estate agent (buyer and seller) when you sell your property, maybe even for the very first time. So good tips are worth a lot, as is experience. Especially when it comes to negotiations.

Negotiation risk: price corrections and renegotiation

Even in the preliminary negotiations, people like to play the supply / demand card. In the real situation, sellers quickly become uncertain. Some buyers negotiate until the last second.

It’s the same with real estate agents when they know that three other agents have the property. Suddenly you can make a lot on the price with skillful negotiations, I could call somewhere else.

In short, the more exclusive the sale of a property, the smaller the asking price, the faster and more profitable land, exclusive and large properties are sold.

Real estate portals clearly offer the wrong target group here. Private buyers have no interest in such costly and also elaborate projects. But for project developers, regardless of whether they are private individuals, property developers or large investment funds, such offers can be very interesting. At least if you have the right network.

How many people in Germany do you think would buy a plot of forest land in, let’s just say, Bavaria? How many people would buy a stake in a mine that extracts metals, for example? That’s exactly what you need very exclusive and financially strong investors for. Water source, ore mine, forest property, it becomes even more interesting with real estate and investment objects, which do not correspond to the typical condominium or the terraced house. Such things are e.g. water sources, mines for copper, iron ore or forest land, as well as agricultural land.

You can already see how diverse the things are that are taught. The A&O is always a sound value.

Valuation and expert opinion – Well-founded… !!!!

How much is your property worth? Believe me, a majority of real estate agents will figure in a great total! You’ll think to yourself:

How much is my property worth?

Why do most real estate agents do this? Of course, private sellers usually get one or two comparative offers. So if agent A says your house is worth €900,000, agent B says €920,000 and agent C says €950,000, it’s clear who you’re going to choose.

The danger: overvaluation by brokers

Caution. This is a false valuation that ultimately leads to the very mistakes mentioned above: 10 portals, 10 brokers. In the end, your condo, house or apartment building is on countless portals and worse, maybe even with countless brokers.

Why? Because the first broker has not achieved a sale, due to the overvaluation.

Another essential source of danger:

Credit check of interests: Proof of capital

Credit checks are extremely important for real estate sellers. After all, you don’t want to be negotiating with one, two or even three people who can’t even afford your property or their land! The higher the value of a property, the more thorough this check and valuation of the property needs to be.

Such properties (20, 30 or more units) are of course no longer bought by private individuals, but usually by companies, institutions or said investment funds. Accordingly, the complexity of checking creditworthiness also increases. It becomes even more complex with foreign investors.

If you work with off market, because here, as with us, a large part of the buyers are already known from the history. Accordingly, capital evidence can be provided quickly, communication is good and accordingly, information, documents and evidence are also available quickly.

Partnership limited by shares (KGaA) – formation, financing, liability & Co

The partnership limited by shares – abbreviation: KGaA – is a relatively unknown form of corporate law and is formed as a hybrid of the conventional limited partnership – short: Kommandite or KG – plus the classic stock corporation – short: AG. Both the Kommandite and the AG belong to the so-called complete companies and are therefore primarily subject to the German Commercial Code (HGB). The limited partnership belongs beyond that however to the partnerships and has no own legal personality. The stock corporation, on the other hand, is probably the best-known corporation of all and is primarily committed to share trading.

The KGaA adopts the best features of both legal forms: it takes a stock corporation as its basic structure and supplements it with the structure of general partners and limited partners that is characteristic of the KG. Thus, the entrepreneurial management – similar to the AG – is divided into different bodies, whereas the liability risk is distributed among at least one personally liable partner and the remaining partners in the amount of their capital contribution. Although the partnership limited by shares is a limited partnership in name and suggests the legal status of a partnership, beware: it is in fact a corporation by virtue of its legal form, including its own legal personality!

Other typical corporations:

• Stock corporation (AG)
• European Company (Societas Europaea, abbreviated to SE)
• Entrepreneurial company / UG (limited liability)
• Limited liability company (GmbH)

Corporation KGaA – Stock Corporation Act §§ 278 – 290 & §§ 161 – 177a German Commercial Code (HGB)

In principle, the legal basis for partnerships limited by shares is the German Stock Corporation Act (Aktiengesetz, AktG), more precisely: paragraphs 278 to 290, where, among other things, the nature of the KGaA is defined. For the legal position of the individual partners, on the other hand, reference is made to the applicable provisions for conventional limited partnerships, which are found in the German Commercial Code (HGB) – sections 161 to 177a.

Excerpt from the law – § 278 AktG:

(1) A partnership limited by shares is a company with its own legal personality in which at least one partner has unlimited liability to the company’s creditors (general partner) and the others have an interest in the share capital divided into shares without being personally liable for the company’s obligations (limited shareholders).
(2) The legal relationship of the general partners among themselves and vis-à-vis the entirety of the limited liability shareholders as well as vis-à-vis third parties, namely the authority of the general partners to manage and represent the partnership, shall be determined in accordance with the provisions of the Commercial Code on limited partnerships.
(3) In all other respects, the provisions of the First Book concerning the stock corporation shall apply mutatis mutandis to the partnership limited by shares, unless otherwise provided for in the following provisions or in the absence of a management board.

Kommanditgesellschaft auf Aktien – International distribution of the legal form

The partnership limited by shares – abbreviated to KGaA – is where the legal form of a stock corporation and the typical features of a limited partnership meet. The resulting hybrid of a corporation and partnership features has so far been rather rare in Germany, although interest has been slowly but steadily increasing since the end of the 1990s. The partnership limited by shares also appears internationally, for example as a “commercial partnership limited by shares” in English-speaking countries or as a “société en commandite par actions” in France.

International distribution of the KGaA:

• Anglophone region: Commercial partnership limited by shares
• Belgium: Commanditaire vennootschap op aandelen (CommVA)
• Denmark: Partnerselskab (P/S) or Kommanditaktieselskab
• Germany: partnership limited by shares (KGaA)
• France: Société en commandite par actions (SCA)
• Italy: Società in accomandita per azioni (S. a. p. A. / S. A. A.)
• Iceland: Samlagshlutafélag (slhf.)
• Netherlands: Commanditaire vennootschap (CV)
• Poland: SpóÅka Komandytowo-Akcyjna (S. K. A.)
• Portugal: Sociedade em Comandita por acções (SCA)
• Spain: Sociedad comanditaria por acciones

Legal form variant Kapitalgesellschaft & Co KGaA – General partner as legal entity

Sometimes different corporations also appear in combination with a partnership limited by shares (KGaA). For example, family businesses occasionally organise themselves as a Gesellschaft mit beschränkter Haftung & Compagnie Kommanditgesellschaft auf Aktien – in short: GmbH & Co KGaA. In this case, they form a stock corporation in the legal sense – however, the general partner as personally liable shareholder is not just any natural person, but specifically a limited liability company (GmbH). If the general partner is instead embodied by an AG, it is referred to as an AG & Co KGaA, and in the case of a Societas Europaea, as an SE & Co KGaA.

More about the individual hybrid forms:

• GmbH & Co KGaA – see limited liability company (GmbH)
• AG & Co KGaA – see stock corporation (AG)
• SE & Co KGaA – see Societas Europaea (SE)

CEWE Stiftung & Co. KGaA is a special case: In this company, the general partner is embodied by a foundation. In principle, the partnership limited by shares is possible in all conceivable combinations, as GUB Investment Trust KGaA points out as an example.

Continue reading here on the topic of setting up a family foundation:

• Establish a family foundation

Foundation, company name & organs of a KGaA

The formation process of a partnership limited by shares is based on the formation process of stock corporations. Accordingly, a KGaA is considered a legal entity and can only participate in legal transactions through its executive bodies. Unlike the conventional stock corporation, however, this legal form does not provide for a management board as the governing body, so that the governing bodies of a KGaA are limited to the general meeting – consisting of the total of the limited liability shareholders – and the supervisory board. The management authority and the power to represent the company externally are incumbent on the general partners as personally liable partners.

You can find out here how the process of founding an AG works in detail:

• Formation of a public limited company

A personally liable partner can be either a natural person or a legal entity, which limits his liability to the business assets of the corporation and cleverly avoids personal liability. The limited partners or limited shareholders can also be natural persons or legal entities and are in any case only liable to the extent of their respective share contribution.

To set up your KGaA, you also need the following in brief: a tax identification number (tax ID); the confirmation of registration from the Trade Licensing Office; the shareholders’ agreement aka articles of association together with notarial certification; 50,000 euros of share capital; and finally the entry in the Commercial Register under the company name you have chosen plus the legal form suffix “KGaA”.

Examples of KGaA companies:

• Merck KGaA
• MERKUR PRIVATBANK KGaA

Limited partner & general partner: A question of liability

What is a limited partner and general partner? This is a question many people ask themselves when they first hear about the special characteristics of a limited partnership. This is because, unlike all other partnerships, the partners in a limited partnership are clearly divided into general partners and limited partners. Therefore, a single individual or legal entity can never be a general partner and a general partner at the same time.

Usually, general partners are the personally liable partners of a limited partnership. In a partnership limited by shares, too, a distinction is made between general partner and limited partner, the latter being contextually referred to as limited shareholder. The general partner bears the full risk as a general partner: as with the conventional KG, he is also jointly and severally liable, directly and without limitation with business assets and private assets. The liability risk of the limited shareholders, on the other hand, is limited only to the amount of the mandatory sum that they paid in as a limited partner contribution in the form of shares when the KGaA was formed.

Financing & profit distribution

The financing of a KGaA is advantageous compared to the conventional limited partnership, as equity capital can be raised more easily. Overall, as with the AG, a share capital of 50,000 euros or more is required. With regard to the distribution of profits and loss sharing, there are no special regulations compared to the conventional KG: Either the legal principles come into play or corresponding specifications have been anchored in the articles of association. Profits are distributed in principle to 4 per cent of the capital share plus additional profit “in the appropriate relationship”. Losses are also shared appropriately.

Taxes for company & shareholder: separation principle & transparency principle

Like all other forms of corporate law, the partnership limited by shares is generally liable to pay taxes. It is considered an independent tax subject with regard to corporate income tax and trade tax; all natural persons in the partnership are usually subject to income tax.

Due to its hybrid form, however, special regulations apply to the KGaA under tax law: the taxation of the company itself is based on the separation principle, the taxation of the limited liability shareholders is also based on the separation principle and the taxation of the general partners is compulsorily based on the transparency principle. In the case of taxable turnover, the KGaA is always subject to turnover tax.

• Trade tax (GewSt)
• Value added tax (VAT)
• Income tax (ESt)
• Corporate income tax (KSt)

Taxation of the KGaA – separation principle

As a corporation and legal entity, the partnership limited by shares is generally subject to corporate income tax. Insofar as the KGaA exercises its management and/or its registered office in Germany, it is deemed to be subject to unlimited corporate income tax and must pay tax on its entire global income accordingly. In the case of foreign management and/or foreign registered office with domestic income – for example from a domestic permanent establishment – the KGaA is deemed to have limited tax liability.

The profit of a KGaA is determined by means of a comparison of business assets. For the taxable income, on the other hand, a special provision applies with regard to deductible expenses, which is anchored in the German Corporate Income Tax Act (Körperschaftsteuergesetz, KStG) – the corporate income tax of the KGaA therefore only applies where income is attributable to the share capital, i.e.: the profit shares of the limited liability shareholders. The profit shares of the general partners as well as their management remuneration are deducted in advance and can be deducted as operating expenses. They do not come into play in the calculation of the KGaA’s income, but must be taxed by the general partners themselves.

Excerpt from the law – Section 9 (1) no. 1 KStG:

in the case of partnerships limited by shares and comparable corporations, that part of the profit which is distributed to personally liable partners on their contributions not made to the share capital or as remuneration (bonus) for management;

The KGaA must pay trade tax as an entrepreneur, regardless of its hybrid structure. Thus, the determined profit from business operations – increased and decreased by the amounts specified in the Trade Tax Act (GewSt) – is understood as the trade income of the KGaA. The amounts previously calculated for corporate income tax purposes for profit shares and management remuneration of the general partners are now added back to the calculated profit from business operations, thereby ensuring that no amounts escape taxation through trade tax.

Taxation of the limited liability shareholders of the KGaA – separation principle

As natural persons, limited shareholders do not have to pay corporate income tax. Therefore, their profit shares and any management remuneration are settled via the partnership limited by shares itself. Like their counterparts in the conventional limited partnership, they are subject to income tax in the event of a dividend distribution. If they hold limited partnership shares as private assets, they generate income from capital assets in accordance with the German Income Tax Act (EStG).

Taxation of the general partners of the KGaA – separation principle

General partners are taxed like co-entrepreneurs for the purposes of tax law. In this context, they are not to be regarded as co-entrepreneurs, but merely treated as co-entrepreneurs – a small but significant difference… especially in terms of “taxes”! As natural persons, general partners are subject to income tax as normal and must pay tax on their income from business operations.

In contrast to the limited liability shareholders, general partners are required to pay corporate income tax: Their profit shares and any management remuneration are deducted from the KGaA’s income to be determined and charged directly to the general partners. The corresponding amounts must be taxed as part of the income tax return.

Partnership limited by shares (KGaA) – For whom is it worthwhile?

The possibility of easy capital procurement is certainly one of the reasons for founders of new businesses to opt for the formation of a KGaA. In addition, the partnership limited by shares has a high resistance to takeovers, which is why the individual partners can contribute personally and maintain their entrepreneurial commitment despite high capital contributions. The sometimes high liability risk of the general partner can be absorbed by the clever positioning of a GmbH or AG as a personally liable partner.

So who is the partnership limited by shares suitable for? This legal form is worthwhile for start-ups that cannot avoid external financing, but do not want to make any concessions with regard to their decision-making authority as well as the management of their company. The special legal form of the KGaA provides family businesses with a company in which control does not have to be transferred to outside hands as soon as share capital is issued as shares.

Alternatives to the KGaA: Legal forms in Germany

Legal forms – What types of company are there? If you want to start your first company, then choosing the ideal legal form is one of the first steps in the process of setting up a company. Whether it’s a special real estate company or a start-up, I’ve summarized all the types of companies in Germany for you here.

• Legal forms: List

Company types in detail:

• Sole proprietorship
• Registered businessman / registered businesswoman (e. K.)
• Civil law partnership (GbR)
• General partnership (OHG)
• Limited partnership (KG)
• Entrepreneurial company (UG)
• GmbH: Limited liability company
• Real estate GmbH / Asset management GmbH
• Stock corporation (AG)
• Real estate stock corporation (REIT-AG)
• Societas Europaea (SE)
• Foundation / Family Foundation

GmbH & Co KG – formation, financing, liability & Co

The limited partnership – in short: Kommandite or KG – is one of the so-called complete companies and, as a partnership, is subject to the German Commercial Code (HGB). The formation process for this legal form of company is quite uncomplicated, as it can be formed informally and requires a minimum of only two founding members. It can be formed by both natural persons and legal entities. A maximum number of permissible shareholders is not specified by law.

If all general partners of a KG consist of limited liability companies (GmbH), they form a so-called Gesellschaft mit beschränkter Haftung & Compagnie Kommanditgesellschaft – called GmbH & Co KG for short. Such a GmbH is sometimes also referred to as a general partner GmbH, but beware: the general partner GmbH is a corporation and part of the GmbH & Co KG, while the GmbH & Co KG by virtue of its legal form is always a partnership!

Other typical partnerships:

• Limited partnership (KG)
• General partnership (OHG)
• Limited Liability Company and Compagnie General Partnership(GmbH & Co OHG)

Foundation & Company Name

Two persons are required for the formation of a GmbH & Co KG: The GmbH as full partner – i.e. general partner – and a natural person as partial partner – called limited partner. If you are starting from scratch, you must first establish a limited liability company in preparation. To do this, you need the following in a nutshell: a natural person or legal entity as the founder of the company; a tax identification number (tax ID); the confirmation of registration from the trade office; the shareholders’ agreement aka articles of association together with notarial certification; 25,000 euros in share capital; and finally the entry in the commercial register.

You can find out how the process of setting up a GmbH works in detail here:

• Establishment of a limited liability company (GmbH)

You have successfuly founded your GmbH? The limited partner is ready to go? Then the next step is to set up a limited liability company (Gesellschaft mit beschränkter Haftung & Compagnie Kommanditgesellschaft). Since the GmbH & Co KG is a separate company, you again need a tax ID and must register the company with the trade office. The establishment of articles of association is also mandatory and of course your company needs a suitable company name including the company suffix “GmbH & Co KG”.

Management & power of representation

As a general partner, the GmbH basically has power of representation in the external relationship. However, since a GmbH is a legal entity, the management authority is entrusted to a natural person. This may be a shareholder of the general partner GmbH or the position may be assigned externally to a so-called third-party managing director. In this case, there is often talk of a third party board of directors or external board of directors.

Alternatively, limited partners may also act as managing directors, provided they are expressly appointed to this body. Since limited partners are generally excluded from management, their management authority in this case is, however, limited to the right of objection in the case of extraordinary transactions.

Profit distribution & loss sharing

With regard to the distribution of profits and the sharing of losses, either the statutory principles come into play or corresponding specifications have been anchored in the articles of association. Profits are generally distributed at 4 percent of the capital share plus additional profit “in reasonable proportion”. Losses are also shared appropriately.

It is possible to completely exclude the general partner GmbH from the distribution of profits by means of a declaration in the shareholders’ agreement, whereby higher profits can be distributed to the investors. Insofar as the GmbH has inherent management authority, it can be paid an appropriate remuneration to compensate for its role as managing director, whereby a managing director’s remuneration cannot be deducted in total as a business expense for tax purposes. However, the remuneration is paid irrespective of the profits generated and thereby has the effect, if applicable, that the entire company can save taxes.

General partner, partial partner & tax liability

Usually, the general partners of a limited partnership are liable without limitation and jointly and severally – i.e. with their business assets plus private assets. If, on the other hand, the general partner of a KG appears in the form of a limited liability company (GmbH), he is liable as a legal entity only to the extent of the GmbH’s capital contribution. Limited partners are liable – as in the case of a conventional KG – only to the extent of the mandatory sum that they paid in as a limited partner’s contribution when the GmbH & Co KG was founded.

Like all other legal forms of companies, the Gesellschaft mit beschränkter Haftung & Compagnie Kommanditgesellschaft is generally liable to pay taxes. First and foremost, they are subject to trade tax and – in the case of taxable turnover – turnover tax. A GmbH & Co KG is generally exempt from income tax and corporation tax… However, profit income is still subject to taxation: corporation tax is applied to the profit share of the general partner GmbH, whereas limited partners must pay income tax on their profit.

• Trade tax (GewSt)
• Value added tax (VAT)
• Income tax (ESt)
• Corporate income tax (KSt)

Tip. All taxes for companies in one list:

• Taxes in Germany

GmbH & Co KG – For whom is it worthwhile?

A significant advantage of a GmbH & Co KG is undoubtedly the limitation of liability to the business assets of the general partner GmbH. This means that founders do not directly risk the existence of their company if an investment turns out to be disadvantageous, and they can quickly increase their equity capital through the flexible and simple admission of new limited partners. They can confidently outsource the organisational effort and the management to an outside body or make deviating succession arrangements in order to maintain the GmbH & Co KG.

So who is the GmbH & Co KG suitable for? This legal form is worthwhile for start-ups who would like to set up their business as a partnership without having to forego the special liability restrictions of a GmbH. A GmbH & Co KG is also conceivable as an asset-managing company and for family businesses.

Alternatives to the GmbH & Co KG: Legal forms in Germany

Legal forms – What types of company are there? If you want to start your first company, then choosing the ideal legal form is one of the first steps in the process of setting up a company. Whether it’s a special real estate company or a start-up, I’ve summarized all the types of companies in Germany for you here.

• Legal forms: List

Company types in detail:

• Sole proprietorship
• Registered businessman / registered businesswoman (e. K.)
• Civil law partnership (GbR)
• General partnership (OHG)
• Limited partnership (KG)
• Entrepreneurial company (UG)
• GmbH: Limited liability company
• Real estate GmbH / Asset management GmbH
• Stock corporation (AG)
• Real estate stock corporation (REIT-AG)
• Societas Europaea (SE)
• Foundation / Family Foundation