[9dev]

What are you talking about..? A GmbH is the German equivalent of an Ltd. An AG is a publicly traded company and thus not something investors are looking for. Also, the majority of companies in Germany are just ordinary eigetragene Kaufmänner (so normal businesspeople like your average plumber), or GmbH (literally any other company that isn’t a stock market traded enterprise).

[ragall]

> What are you talking about..?

We're talking about VC investing here, not your local currywurst kiosk.

> An AG is a publicly traded company

Falsch. An Aktiengesellschaft is a corporate form that protects the investors and mandates a certain formal governance and management structure. It has nothing to do with being publicly traded.

For the same reasons, VCs will be very wary of investing in a Delaware S Corp (similar to a GmbH) instead of the preferred C corp (similar to an AG), even if the company is fully private and has no revenue.

> Also, the majority of companies in Germany are just ordinary eigetragene Kaufmänner (so normal businesspeople like your average plumber), or GmbH (literally any other company that isn’t a stock market traded enterprise).

Irrelevant.

[9dev]

> It has nothing to do with being publicly traded.

It is, in most cases. Tell me about a startup that started off as an Aktiengesellschaft as opposed to a GmbH? Why would you even want to put 50k in instead of 25k, deal with all the governance overhead and reporting duties? It makes no sense at all, and during all the VC conversations I had, never once was a GmbH mentioned as problematic.

> Irrelevant.

It's not to the claim that you cannot found a company in Germany without putting down a significant amount of money and a notary. You just moved the goalposts.

[ragall]

> It is, in most cases.

AG is required for going public, however it's not a legal requirement that only public companies do so. You're mistaking cause and effect.

> Tell me about a startup that started off as an Aktiengesellschaft as opposed to a GmbH? Why would you even want to put 50k in instead of 25k, deal with all the governance overhead and reporting duties?

This is one of the big problems with German companies, and the reason why even German founders will start directly as a Delaware company instead. The capital requirements are $100 and reporting very minimal.

> It's not to the claim that you cannot found a company in Germany without putting down a significant amount of money and a notary.

I claimed that a non-AG makes it uninvestable, not what you're saying here (which is the product of your imagination). A GbmH has strict requirements that adding a new owner (an investor) must be done in front of a notary, and if your angel investors are all over Europe or the world, you'll have to tell them that they either they have to fly to Germany or find a German lawyer and give the lawyer a PoA. That's way too much hassle for most people, and the result is you'll hear a polite "no thanks, I might reconsider if you move your company to US/UK/Singapore". At least investing in an AG can be done without notarization.

A non-AG in Germany will inherently chase away almost all international investors. If you're lucky enough to find an international investor that's really interested, the most likely thing you'll be told is to either switch to AG or, preferably, re-incorporate in US/UK/Singapore and only then will your company be investable.

> You just moved the goalposts.

No, that's your misunderstanding. I mentioned a non-AG being unviable for international investors because they're the only ones worth mentioning. Local ones in Germany are mostly irrelevant for various reasons: they're either too ignorant of a specific market segment, too stingy, want too much control, only invest in later stages but not pre-seed, etc... You have to be really desperate to look for German investors, and that's true in most EU countries. The good VCs tend to be based in UK, Sweden or Estonia, with few exceptions. Angels are everywhere, but mostly outside Germany and they just won't bother with notarization for 20k EUR.