Many entrepreneurs run a single GmbH for years – and in doing so, they forfeit five- to six-figure tax amounts each year that could be completely legally avoided with a simple holding structure. Six reasons why the structure is worthwhile.
If your operating GmbH distributes profits to the holding, 95% of it is exempt from corporate and trade tax. With a profit of €1 million, that amounts to up to €250,000 tax savings per year.
Accumulated assets are held in the holding — out of reach of creditors of the operating company. Bankruptcies of subsidiaries do not jeopardize the holding assets.
Earnings of the operating company flow 95% tax-free into the holding and are reused for new investments — without withholding tax on the way there.
The right structure makes use of allowances (400,000 € per child, every 10 years) multiple times and qualifies for 85% exemption according to §§ 13a, 13b Inheritance Tax Act.
When selling the operating GmbH through the holding, 95% of the capital gains are tax-free. With a sale of 5 million €, this saves up to 1.2 million € in taxes.
Over 90 German double taxation agreements plus the EU Parent-Subsidiary Directive enable cross-border activities without double taxation and with DBA withholding tax reduction.
Entrepreneurs without a holding pay about 30% taxes on profits that remain in the GmbH. With a holding and the correct structure, this burden drops to below 2%.
*Simplified example. Individual values depend on the specific situation. No tax advice.
Rule of thumb: From a sustainable annual profit of 200.000–300.000 €, with multiple companies or participations, as well as in the case of planned business succession or exit — regardless of profit.
Each structure has its justification – and its ideal application case. Here are the five models that TABAK Consulting implements most frequently.
For whom: Entrepreneurs with an operating GmbH from about 300,000 € annual profit who want to systematically build assets.
For whom: Entrepreneurial families with multiple assets (businesses + real estate), planned succession, and total assets of at least €3 million.
For whom: Real estate investors with 3–5 properties or a portfolio value of at least €2 million – looking to scale.
When selling individual properties through a property GmbH (Share Deal instead of Asset Deal), the property transfer tax of 5.0% in BW is waived. For a property worth €2 million = €100,000 saved in property transfer tax.
For whom: Companies with cross-border business, licensing income, an international customer base, or planned expansion into multiple markets.
Since ATAD/BEPS, mailbox structures are vulnerable. Every foreign company requires real economic substance: own premises, qualified personnel, actual business activity. TABAK only structures legally secure, substance-based models.
For whom: Entrepreneurs looking to sell in 3–7 years. Recommendation: Start 5 years before planned exit, to meet all holding periods.
If the holding sells its operating GmbH, 95% of the capital gains are exempt from corporate tax (§ 8b KStG). For a sale of €5 million with a book value of €2 million: ~€1.17 million tax savings compared to direct private sale.
No paper chaos, no coordination between notary, tax advisor, and lawyer. TABAK Consulting takes care of everything – from the initial consultation to the registered company.
All prices plus statutory VAT. Notary fees, court costs, and share capital are listed separately and are not included in the package price.
Not every GmbH is the same. Industries with licensing requirements, permission reservations, or special regulatory requirements need specialized incorporation support.
Employee leasing (temporary work) requires a permit from the Federal Employment Agency. We establish the company and support the entire permit process.
Construction companies are subject to SOKA-Bau, ZVB, and VOB regulations. We structure companies, subcontractor contracts, and ensure compliance with craft law.
§ 34c GewO License, MaBV-compliant business processes, and professional liability insurance. Complete establishment for agents, managers, and builders.
Establishment of tax consulting firms with chamber approval, legally compliant shareholder structure, and professional liability insurance according to StBerG.
Tailored company for UHNWI and large wealth families. Coordinated reporting across all investments, real estate, and liquidity reserves.
Medical care centers and healthcare GmbHs with professional practitioner reservation, medical management, and KV approval — fully supported.
Investment advice, asset brokerage, insurance brokerage, and real estate loans — regulated activities under GewO with asset damage liability.
We also establish for: care service providers, educational institutions, transport & logistics, IT companies, energy trading, and more.
Those who need to act quickly cannot wait 6 weeks for a company formation. TABAK Consulting maintains registered, clean shelf companies — immediately transferable, without a founding history, with a clean balance sheet.
A shelf company is a registered GmbH without operational history. You acquire the shares, change the name and business purpose – and are operational within days.
plus share capital (min. €25,000 per GmbH) and VAT.
The German holding structure is one of the most efficient in the world – when built correctly. The network of over 90 double taxation agreements (DTA) makes Germany the ideal hub for international corporate groups.
TABAK Consulting coordinates international structures in cooperation with verified partner law firms in over 20 countries – from tax analysis to substance-compliant implementation.
Since 2019, stricter anti-tax avoidance rules have applied in the EU. Every international structure must demonstrate genuine economic substance. TABAK structures exclusively BEPS-compliant, substance-based models – no mailbox constructs.
Investors carry different tax and legal frameworks depending on the industry in which they operate and the country of origin from which they act. Choose your industry and your home country: We will show you the proven holding model, the relevant double taxation agreements, and the specific advantages that arise from them.
Once both fields are set, the recommended model will appear here with all relevant notes on the tax and legal structure.
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Those operating from abroad initially think of taxes. However, a German holding provides three things that rarely come up in the first consulting session — and that is precisely why they are so valued by seasoned investors.
If your clients conclude the supply contract with a GmbH, German contract law automatically applies German contract law and German jurisdiction. For buyers in the EU, this is a significant comfort argument — and for you as a seller, a considerable trust advantage over direct foreign-to-EU relationships.
A significant portion of value creation — sales, management, administration — occurs within the German legal framework. This has an impact on two levels: substance-compliant BEPS structure and access to a quality signal, which remains an independent price component in international B2B.
Dunning procedures, interim injunctions, seizures — all within the German civil procedure system. No request for legal assistance, no recognition of foreign titles, no double representation. Whoever has to sue later, is pleased to be a German contractual party.
The holding GmbH is established as 'here resident' under EU law. This simplifies import duties, VAT registrations, and market access issues in one step — instead of 27 times nationally. A hub instead of a list.
German banks open accounts for a German GmbH significantly easier than for legal entities from jurisdictions classified as 'sensitive'. SEPA direct debit, acquiring, and embedded finance also function more smoothly — Liquidity advantage in ongoing operations.
A German holding is purchasable for European private equity and strategic buyers. Those who wish to exit one day have a more diverse market than with an offshore structure — and utilizes § 8b KStG for 95% tax-free capital gains at the holding level.
Note for investors from third countries: If goods come from abroad but are distributed through a German holding company, the German GmbH is the contracting party. This automatically applies German law — and creates a distribution and branding effect, the monetary value of which often exceeds the tax advantage in many negotiations. We help you build this structure in compliance with substance.
The value of a holding lies not only in its structure – but in the connections that run through it. Those who have TABAK Consulting as a partner have access to a selective network of over 200 vetted players in the DACH region.
Direct connections to specialized notaries in Mannheim, Frankfurt, Berlin, and Stuttgart. Short-term appointments possible within 24–48 hours.
Access to regional institutions, private banks, and development banks (KfW, L-Bank). Account opening for international holdings within 2 weeks.
Direct contacts with private equity funds, family offices, and strategic investors in the metropolitan region and beyond.
Project developers, brokers, and investors in Rhein-Neckar, Frankfurt, Stuttgart. Off-market access for qualified mandates.
Active membership and network access to the IHK Rhein-Neckar, tax consultant chamber, business associations, and industry organizations.
Verified law firms and consultants in over 20 countries for substance-based international structures, local compliance, and cross-border M&A.
"The TABAK network is not a directory – it is a curated circle of verified players who deliver results for their clients."
Request a network conversation →Select the components that fit your situation. The configurator provides an initial fee indication — the final offer follows after a confidential structure discussion.
Your structure inquiry has been received. We will get back to you personally within 15 minutes. Outside of business hours, the next working day morning.
TABAK Consulting works with fixed price packages – no surprises, no ongoing hourly billing during the establishment process. You know in advance what you will invest and what you will receive.
All prices plus statutory VAT. Notary fees (approx. €1,500–3,000 per GmbH), court costs (approx. €300–600), and minimum share capital (€25,000 per GmbH) are not included in the package price and will be transparently disclosed.
No standard answers. For your individual situation, speak directly with us.
Personal conversation →With TABAK Consulting, the entire process from the initial consultation to the registered GmbH takes 4–6 weeks. This includes: structural consulting (1–2 weeks), draft of the articles of association and coordination (1 week), notary appointment (bookable within 3–5 working days), commercial register entry (1–3 weeks after submission), business registration and tax registration (in parallel, 1–2 weeks).
For shelf companies, the establishment time is completely eliminated – you take over an already registered GmbH within a few days.
The TABAK package for a complete holding structure (2 GmbHs) costs from €75,000 plus VAT. Additionally, there are:
• Notary fees: approx. €1,500–3,000 per GmbH (depending on share capital)
• Commercial register entry: approx. €300–600 per GmbH
• Share capital: at least €25,000 per GmbH (remains in the company)
• Ongoing costs for annual financial statements: depending on scope €2,000–8,000 p.a. per company
The total investment for a two-member holding is approximately €130,000–160,000 in the first year. Given tax savings in the five to six-figure range per year, the structure typically pays off in the first or second year.
A single GmbH is sufficient in the following cases: You are still in the startup phase with profits under €200,000 p.a. You have no other companies or investments. You do not plan for succession or an exit in the foreseeable future.
A holding company is advisable: from approximately €300,000 in sustainable annual profit, when managing multiple companies or investments, when building a real estate portfolio starting from 3 properties, when planning a transfer to the next generation, or a planned company sale within the next 10 years.
Yes – and in many cases, this is the best solution. The so-called Contribution according to § 20 UmwStG allows the transfer of your existing GmbH to a newly established holding at book values (tax-neutral). No capital gains tax applies, provided the blocking period of 7 years is observed.
TABAK takes care of: tax examination of the contribution requirements, concept and valuation, articles of association for the new holding, notarization, registration in the commercial register, as well as tax support including contribution balance.
The Limited Liability Company is the optimal choice for most medium-sized companies: flexible articles of association, minimum capital of €25,000, no supervisory board required, lower ongoing compliance costs.
The AG is suitable if you: want to attract external investors through shares, plan employee participation (ESOP) through stock options, aim for a future IPO or listing on an MTF, or desire a representative presence with a supervisory board and general meeting. Minimum capital €50,000, auditor requirement from a certain size, higher corporate governance requirements.
It makes sense if at least one of the following applies: revenues or profits in multiple countries; licensing income or IP revenues; international ownership structure; planned exit to international buyers; dividends from investments in different countries.
Important: Since ATAD/BEPS, mailbox structures are vulnerable. Every international company needs real economic substance. TABAK exclusively advises on legal, substance-based models – and coordinates with verified partners in over 20 countries to ensure local compliance.
200+ successfully implemented corporate structures. 25 years of experience. A personal contact person. Absolute confidentiality. And prices that you know in advance.
