Frequently asked questions
Brief answers to the questions we're asked most often. For your individual situation, we advise you personally.
Virtual shares (VSOP) are taxed only on payout as employment income (§ 19 EStG) – full wage tax, but no dry-income problem. Real shares (ESOP) generally trigger wage tax already at grant; § 19a EStG allows deferral since the Future Financing Act. Which option makes sense depends on the cap table, exit scenario and holding period.
For German founders the GmbH is usually the first choice for limited liability and investor acceptance; the UG suits a capital-light start. A US-LLC can make sense for the US market or US investors, but raises complex classification and permanent-establishment questions in Germany. Financing rounds, the planned exit and international activity are decisive.
If a holding GmbH holds the shares in the operating startup, gains from a later share sale are around 95% exempt from corporate income tax (§ 8b KStG) – an effective burden of roughly 1.5%. The proceeds first remain tied up in the holding and are taxed again only when distributed into private assets. A holding pays off above all when an exit is foreseeable and proceeds will be reinvested – ideally set up before the first major financing round.
If you sell as an individual holding 1% or more, the partial-income method applies (§ 3 No. 40 EStG): 60% of the gain is taxed at your personal rate. If the shares sit in a holding GmbH instead, the broad exemption under § 8b KStG applies – a difference of often more than 25 percentage points, which is why the structure should be in place long before the exit.
Bringing in new investors dilutes the cap table but generally does not itself trigger taxation for the founder. What matters is a clean share valuation, the treatment of convertible loans and SAFEs, and grant programs such as the INVEST subsidy, whose acquisition grant remains tax-free. Mistakes in valuation or shareholder agreements can become costly later – so the tax perspective should be involved early.
For digital services it depends on the customer's location and status. For businesses in other EU countries (B2B), the reverse-charge mechanism usually applies – the tax liability shifts to the customer and you invoice net. For private customers (B2C) in the EU, VAT is due in the customer's country and reported via the OSS (One-Stop-Shop) procedure. A clean classification of customer type and place of supply prevents costly back payments.
A managing director's salary is a deductible business expense that lowers the GmbH's profit, but is fully subject to wage tax for you. A profit distribution is paid from already-taxed profit and is additionally subject to capital gains tax (25% flat) or the partial-income method. The optimal mix depends on amount, social security and your retention strategy – no single option is always better.
Support makes sense even before incorporation – legal form, articles of association and the equity structure are where hard-to-fix mistakes are avoided. At the latest, tax advice becomes essential with your first revenue, employees, ESOP/VSOP or a financing round. The earlier the structure is clean, the cheaper the later exit.
In private assets, disposal gains are tax-free after a holding period of one year (§ 23 EStG); below that, your personal tax rate applies, with an exemption limit of €1,000 per year. In business assets – e.g. in a crypto holding or with commercial trading – gains are always taxable. Staking, lending and airdrops follow their own rules and require clean documentation.
Income from staking and lending counts as other income at the time of receipt (§ 22 No. 3 EStG), measured at market value; a later sale then falls under the one-year holding period of § 23 EStG. For airdrops, it depends on whether you provided a service in return. The earlier concern about extending the holding period to ten years has been cleared up by the tax authorities – it stays at one year.
With crypto you face heightened cooperation and documentation duties. All purchases, sales, swaps and rewards should be documented per wallet and verifiably; gains are generally determined using the FIFO method. In practice, continuous tracking via a suitable tool is advisable – we review its reports and prepare them for your tax return.
A GmbH always taxes crypto gains at around 30% (corporate and trade tax) – the one-year exemption of private assets no longer applies, and the § 8b KStG exemption does not apply to coins themselves. A structure can still make sense if you trade professionally and frequently or want to reinvest gains within the company. The decision depends on trading frequency, holding period and your overall situation.
In private assets, the sale of a property is tax-free after a holding period of ten years (§ 23 EStG). It is also tax-free if you used the property exclusively yourself in the year of sale and the two preceding years. If sold within the ten-year period while rented out, the gain is taxed at your personal rate.
If a purely asset-managing GmbH holds exclusively its own real estate, it can use the extended trade-tax deduction (§ 9 No. 1 GewStG) – ongoing rental income is then effectively taxed at only around 15% corporate income tax instead of your personal top rate. This pays off above all when building a real-estate portfolio over the long term from retained earnings. A clean separation is important, as harmful activities jeopardize the relief.
Rental income counts as income from renting and leasing (§ 21 EStG) and is taxed at your personal rate. Deductible items include building depreciation (AfA, generally 2%, or 3% for residential buildings completed after 2022), financing interest, and maintenance and administration costs. Forward-looking planning of depreciation and financing significantly determines the ongoing tax burden.
Income from a foreign property is generally taxed in the country where it is located; the relevant double-taxation treaty decides whether Germany exempts or credits it. With exemption, the income often affects your German tax rate through the progression proviso (§ 32b EStG). For international investors with property in several countries, correct allocation is decisive to avoid double taxation.
Anyone holding 1% or more of GmbH shares who relocates their residence abroad triggers exit taxation under § 6 AStG: the hidden reserves are taxed as if you had sold – even though no money flows. For destinations such as Portugal, Dubai or the USA, different rules and deferral options apply. Early structuring before the move is often decisive.
Anyone with neither a residence nor habitual abode in Germany is subject to limited tax liability on certain domestic income – e.g. from real estate or a German shareholding. Which withholding taxes apply and how double taxation is avoided is governed by the relevant double-taxation treaty. A clean structure prevents income from being taxed twice.
What matters is not a fixed number of days but the complete giving-up of residence and habitual abode in Germany – an available dwelling or more than 183 days of stay still establish unlimited tax liability. Even after leaving, a move to a low-tax country can trigger extended limited tax liability (§ 2 AStG) for up to ten years. A clean, documented departure matters more than merely counting days.
A German who moves to a low-tax country while keeping substantial economic interests in Germany remains, under § 2 AStG, subject to extended tax liability on certain German income for up to ten years. The rule prevents domestic income from escaping taxation through a mere change of residence. Whether and to what extent it applies depends on the destination country and income structure.
As long as you have a residence or habitual abode in Germany, you remain subject to unlimited tax liability – simply deregistering is not enough if a dwelling effectively remains available. Without a clear tax nexus, you may end up not clearly resident anywhere, which leads to conflicts and proof problems. For digital nomads, a clearly documented tax residency is decisive.
Yes. Advisory is multilingual (German and English) – from day-to-day communication to correspondence with the tax office. This is especially relevant for international founders and investors who are taxable in Germany but prefer not to negotiate in German.
Depending on the route, different taxes arise: gift or inheritance tax for a transfer within the family, income tax on the capital gain for a sale. For business assets, far-reaching relief rules apply (§§ 13a, 13b ErbStG) that, under conditions, exempt up to 85% or even 100%. Which route is optimal depends on legal form, company value and the succession setup.
Qualifying business assets can be exempted from inheritance and gift tax by 85% (standard relief) or fully (option relief) under §§ 13a/13b ErbStG. Conditions are retention periods (five or seven years) and compliance with the payroll rule. For larger assets a separate means test applies – early planning is decisive here.
Lifetime gifts let you use the personal allowances (e.g. €400,000 per child) again every ten years and make the handover plannable. A step-by-step transfer can significantly reduce the tax burden and accompany the generational change. Inheritance is less controllable for tax purposes, but you keep full control during your lifetime.
The capital gain is subject to income tax; from age 55 you can use a one-time allowance (§ 16 (4) EStG) and the reduced rate (§ 34 EStG) once. If sold via a holding, the broad exemption under § 8b KStG applies to corporate shares. Early structuring – ideally years before the sale – significantly determines the tax burden.
Medical treatments in human medicine are generally VAT-exempt (§ 4 No. 14 UStG), provided they serve a therapeutic purpose. Individual health services (IGeL), expert opinions or aesthetic procedures without medical indication are, by contrast, often subject to VAT. A clean distinction determines whether and above which threshold VAT applies.
When buying a practice, the purchase price is split between tangible assets and the practice goodwill; the goodwill is depreciated over its useful life and financing interest is deductible as a business expense. The correct price allocation and the choice of legal form (sole practice, group practice, MVZ) significantly affect the later tax burden.
The gain from selling a practice belongs to income from self-employment; from age 55 you can use a one-time allowance (§ 16 (4) EStG) and the reduced rate (§ 34 EStG) once. As a rule, this requires giving up the previous activity within the local area. Early planning of the handover significantly optimizes the tax burden.
Doctors earn income from self-employment as freelancers and are not subject to trade tax, as long as professional personal responsibility is maintained; pharmacies, by contrast, count as a commercial business. Sole practice, group practice (BAG) and MVZ have different tax and liability consequences – an MVZ in the legal form of a GmbH is subject to corporate income tax. The choice should be weighed professionally and from a tax perspective together.