Company Name Change in Germany: How to Rename Your GmbH or UG the Right Way
A company name change in Germany is a formal corporate act that always requires a shareholders’ resolution, a notarial deed and an entry in the Commercial Register. If you operate a GmbH or a UG and want to rebrand, restructure or simply correct a strategic mistake, you cannot just announce the new name and start using it. The process is regulated. This guide explains exactly how a company name change works, what it costs, where you can save money, and how GmbH-UG.com takes the entire workload off your desk.
A company name change in Germany requires a notarial deed and a Commercial Register entry.
Why a Company Name Change in Germany Is Never a “Quick Fix”
A company name change in Germany is treated by law as an amendment of the articles of association (Satzungsänderung) and any amendment of the articles of a GmbH or UG must be notarised under § 53 GmbHG. That is why renaming a German limited company is fundamentally different from changing a trade name in countries with less strong corporate law.
Typical reasons our clients at GmbH-UG.com initiate a company name change:
- Rebranding after a strategic repositioning or international expansion.
- Removing a founder’s personal name from the company designation.
- Aligning the company name with a newly registered trademark or domain.
- Converting a UG into a GmbH (technically a capital increase combined with a name change).
- Resolving a trade mark conflict.
The 4-Step Procedure for a Company Name Change in Germany
The procedure for a company name change in Germany follows four mandatory steps. Skipping or reordering any of them will lead to the Commercial Register court (Registergericht) rejecting the filing.
The four mandatory steps of a company name change for a GmbH or UG.
| Step | Description | Key Requirement |
|---|---|---|
| Step 1: Convene the Shareholders’ Meeting | The managing director issues the invitation and lists the renaming as an explicit item on the agenda | Observe the statutory or contractual notice period |
| Step 2: Pass the Shareholders’ Resolution | A name change requires a shareholders’ resolution as it is a change of the articles of association | At least 50% majority of votes cast (unless articles demand more) |
| Step 3: Notarial Recording of the Resolution | The notary reads the resolution aloud, certifies it and prepares the application to the Commercial Register | All shareholders must attend in person or be represented by authorised proxy |
| Step 4: Filing in the Commercial Register | The application is signed by the managing director and filed with the Registergericht | The managing director’s signature must be notarised |
Step 1: Convene the Shareholders’ Meeting
The first step in a company name change is convening a proper shareholders’ meeting (in German: “Gesellschafterversammlung”) in line with the existing articles of association. The managing director issues the invitation, observes the statutory or contractual notice period, and lists the renaming as an explicit item on the agenda.
Step 2: Pass the Shareholders’ Resolution
Step two is the shareholders’ resolution itself. A name change is a Change of the Articles of Association of the German company and therefore requires at least a 50% majority of the votes cast, unless your articles demand more. We strongly recommend drafting the resolution in writing before the meeting. If the resolution is already drafted not by the notary, notary fees drop noticeably.
Step 3: Notarial Recording of the Resolution
Step three is the notarisation (in German: “notarielle Beurkundung”) of the resolution and the amended articles of association. All shareholders must either attend in person or be represented by a duly authorised proxy. The notary reads the resolution aloud, certifies it and prepares the application to the Commercial Register.
Step 4: Filing in the Commercial Register
Step four is the filing of the new company name in the Commercial Register (in German: “Handelsregister”). The application is signed by the managing director and his/her signature must be notarised. Only when the Registergericht enters the new name does the change become effective vis-à-vis third parties (§ 54 GmbHG).
After the Company Name Change: What You Must Update Immediately
Once the company name change is entered in the Commercial Register, your work is not finished. You must propagate the new name across every official register, contract and customer-facing document. Missing one of these can trigger fines, invoice rejections or VAT problems.
- Trade office (Gewerbeamt): file a Gewerbe-Ummeldung so the trade licence reflects the new name.
- EORI number: update the EORI master data at the German customs authority if you trade internationally.
- Tax office (Finanzamt): notify the responsible Finanzamt; VAT-ID stays the same but the regional tax number could change, depending on the first letter of the company name.
- Banks & payment providers: update business accounts, card schemes, PSPs, Stripe, PayPal, etc.
- Business letters, invoices, Impressum, privacy policy, T&Cs: all must show the new name (§ 35a GmbHG).
- Contracts: notify suppliers, landlords, insurers, employees; amend wording where required.
- Domain & brand: secure the new domain name as early as possible and start the trademark search.
Special Case: Corporate Shareholders and Foreign Companies
When a shareholder of the GmbH or UG undergoing a company name change is itself a company, additional documents are required at the notary appointment: a current proof of existence and a proof of representation showing who is authorised to act for that shareholder. GmbH-UG.com gladly procures and prepares these documents for you.
If the corporate shareholder is a foreign company, the documents must be presented in the original, carry an apostille (or full legalisation for non-Hague-Convention countries) and come with a certified German translation. Plan an additional 2–4 weeks for this step.
Before You Decide on the New Name: IHK, DPMA and Domain
Before finalising the new name in your company name change, two pre-checks are essential. First, the new name must comply with German firm-law (§§ 18 ff. HGB): it must be distinctive, not misleading, and must keep the legal suffix “GmbH” or “UG (haftungsbeschränkt)”. The local IHK performs this admissibility check and GmbH-UG.com handles the IHK enquiry for you. Second, the new name must not infringe existing trademarks; a search at the DPMA register (and ideally the EUIPO) is your responsibility, but we can refer you to a trademark attorney. Register your new domain immediately after the IHK greenlight.
How Long Does a Company Name Change in Germany Take?
A typical company name change in Germany takes 2 to 6 weeks from instruction to Commercial Register entry: 3–7 days for the IHK pre-check, 1–3 weeks to schedule the notary, and 1–3 weeks for the Registergericht to process the filing. Foreign shareholder documents add 2–4 weeks because of the apostille and certified translation.
| Process Phase | Duration |
|---|---|
| IHK pre-check | 3–7 days |
| Scheduling the notary appointment | 1–3 weeks |
| Commercial Register processing the filing | 1–3 weeks |
| Foreign shareholder documents (apostille and certified translation) | Additional 2–4 weeks |
| Total typical duration | 2 to 6 weeks (longer with foreign corporate shareholders) |
Why Work With GmbH-UG.com on Your Company Name Change
The simplest and fastest route to a clean company name change is to delegate the paperwork. With GmbH-UG.com you get a single point of contact who:
- handles the IHK admissibility check of the new name,
- drafts the shareholders’ resolution and the amended articles,
- coordinates the notary appointment in your area (or remotely),
- follows up with the Gewerbeamt and helps you update your EORI number and Transparency Register,
- supports foreign shareholders with apostille and certified translation logistics.
You sign once at the notary and we take care of the rest. Book a non-binding video call with our Formation Experts.
About the Author
This blog post was written by Kristof Tomasz, Managing Director of GmbH-UG.com. Kristof is a serial entrepreneur and has been helping international companies successfully set up businesses in Germany since 2017.
FAQ — Company Name Change in Germany
Yes. A company name change for a GmbH or UG always requires a notarial deed, because it amends the articles of association. There is no online-only or signature-only shortcut.
Notary and Commercial Register fees for a GmbH name change typically range from approximately 400 EUR to 800 EUR in addition to the GmbH-UG.com service fee, depending on share capital and whether shareholders are individuals or corporate entities.
For a UG (haftungsbeschränkt) the official fees are lower, typically 250 EUR to 450 EUR, because they are calculated on the (lower) share capital of the UG.
Yes. Shareholders abroad can grant a notarised and apostilled power of attorney to a representative in Germany (or to the staff of GmbH-UG.com), who then attends the notary appointment. GmbH-UG.com regularly organises this for international clients.
Usually 2 to 6 weeks from instruction to Commercial Register entry. Cases with foreign corporate shareholders take longer, because of apostille and certified-translation lead times.
No. The new name becomes legally effective only with the entry in the Commercial Register. Until then, all invoices, contracts and the Impressum must continue to display the old name to remain compliant with § 35a GmbHG.
The legal entity stays the same, so the VAT-ID remains unchanged. However, the regional tax number could be changed, depending on the first letter of the company name and on your tax office.
Yes, and we strongly recommend it. Combining a name change with, for example, a change of business activity or director appointment in the same notary appointment significantly reduces the per-change cost.
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