Haftungsbegrenzt

Haftungsbegrenzt, or haftungsbeschränkt, describes a liability regime in which the liability of owners or investors for business obligations is limited to a defined amount, typically the capital contributed or the company’s assets. In practice, this means that creditors can usually claim only up to the amount of the capital, not the owners' private assets, beyond certain exceptions.

Common forms: The most widely used forms providing limited liability are the Gesellschaft mit beschränkter Haftung (GmbH) and the Unternehmergesellschaft (haftungsbeschränkt), often abbreviated UG (haftungsbeschränkt). The GmbH is a corporation with a legally required minimum share capital (25,000 euros; at least half must be paid in on formation). The UG is a variation designed for small start-ups, with lower initial capital (from 1 euro), but it must retain a portion of profits to build up the capital to reach GmbH status. The Aktiengesellschaft (AG) also features liability limited to the share capital of the company.

In partnerships, liability can be limited for certain participants: in a Kommanditgesellschaft (KG), general partners have unlimited liability, while limited partners (Kommanditisten) are liable only to their capital contribution. A common arrangement to achieve overall limited liability for the partners is the GmbH & Co. KG.

Limitations and risks: Even with liability limitation, personal liability can arise in cases such as personal guarantees, piercing of the corporate veil for fraud or insolvency, or in regulatory breaches. Compliance requirements, such as formation, accounting, and reporting, vary by form.