Audit of Financial Statements pursuant to §§ 57e, 57f GmbHG

The Secure Path from UG to GmbH – Your Financial Statements in the Best Hands

The transition from a Unternehmergesellschaft (UG) to a Gesellschaft mit beschränkter Haftung (GmbH) marks a significant milestone for any business. To ensure the transformation is legally sound, the law sets clear requirements:
If the conversion is carried out through a capital increase from company funds, an audited financial statement in accordance with § 57e GmbHG is mandatory. This serves to create transparency, provide legal certainty, and protect the interests of all parties involved. In practice, these company funds often consist of statutory reserves accumulated in previous years pursuant to § 5a paragraph 3 GmbHG.

Our Service:
At addVALUE audit&tax, we are your reliable partner. Drawing on our extensive experience with numerous audits under § 57e GmbHG, we guide you safely through the entire process. We review your financial statements promptly, efficiently, and with the highest quality standards—so you can take the next step toward becoming a GmbH without delay.

Rely on our expertise—and gain what truly matters: time, security, and trust.

The following list is intended to provide a simplified overview of the key steps involved in converting a Unternehmergesellschaft (UG) into a Gesellschaft mit beschränkter Haftung (GmbH) through a capital increase from company funds:

1. Preparation of the annual financial statement (UG)
2. Audit of the annual financial statement by a certified public accountant
   (§ 57e GmbHG)
3. Shareholders’ resolution on capital increase (§ 57c GmbHG)
4. Notarial authentication of the shareholders’ resolution from step 3
   (§ 55 GmbHG)
5. Notarization of the resulting amendment to the articles of association (§ 53 GmbHG)
6. Registration with the commercial register (by notary)
7. Registration of the capital increase – resulting in the conversion of the UG into a GmbH (by register court)