Operativgesellschaft

An Operativgesellschaft, also known as a limited liability company (GmbH) in German, is a type of business entity that combines elements of both a corporation and a partnership. It is characterized by limited liability, meaning that the personal assets of the shareholders (Gesellschafter) are protected from the company's debts and liabilities. This structure provides a balance between the flexibility of a partnership and the limited liability of a corporation.

The Operativgesellschaft is governed by the German Civil Code (Bürgerliches Gesetzbuch, BGB) and is typically used by small to medium-sized businesses. It requires at least two shareholders and can have a maximum of 100 shareholders. The company is managed by a board of directors (Geschäftsführung), which can consist of one or more individuals. The board is responsible for the day-to-day operations and management of the company.

One of the key features of an Operativgesellschaft is the separation of ownership and management. Shareholders hold the capital and have the right to vote on important decisions, while the board of directors is responsible for the operational aspects of the company. This separation allows for a more efficient and focused management structure.

The company's capital is divided into shares, which can be of different classes if necessary. The shareholders' rights and obligations are determined by the company's articles of association (Gesellschaftsvertrag). The company's activities are regulated by the German Commercial Code (Handelsgesetzbuch, HGB) and other relevant laws.

In summary, an Operativgesellschaft is a versatile business entity that offers limited liability, flexibility in management, and a clear separation between ownership and management. It is suitable for a wide range of business activities and is widely used in Germany.