Germany: What corporate records do I need to keep?
The below listed records should be maintained by a German GmbH. It is best practice to maintain these records in an organized electronic fashion (although, if they are in electronic form, it must be possible to reproduce the records in hard copy):
Minutes of management board meetings and shareholders' meetings;
Commercial register excerpts of the GmbH (generally available at www.handelsregister.de), including (i) list of shareholders, (ii) excerpt from the commercial register, (iii) articles of association;
Managing director services agreements;
Documentation relating to insurances contracted (fully signed and complete copies);
Documentation relating to customer relationships (fully signed and complete copies);
Documentation relating to supplier relationships (fully signed and complete copies);
Documentation relating to financial indebtedness (fully signed and complete copies);
Documentation relating to redemption or transfer of shares in the GmbH (fully signed and complete copies);
Documentation relating to other agreements among shareholders and/or the GmbH as well as related parties thereof (fully signed and complete copies);
Evidence of intellectual property filings/registrations (for any trademarks, copyrights, patents and domain names);
Documentation regarding any threatening, pending or completed legal proceedings;
Documentation regarding any communication with public authorities, including in connection with any audits and/or investigations;
Financial statements and tax records;
Option or equity incentive grant documentation (including relevant approvals fully signed); and
Capitalization table that includes all shareholders and holders of other securities that are convertible into shares such as options, warrants and convertible loan agreements.