According to a recent ruling by the Federal Court of Justice (ruling dated 13 January 2022, case no. III ZR 210/20), a representative acting in legal relations on behalf of an entrepreneurial company is personally liable on the basis of a prima facie case pursuant to § 179 German Civil Code (BGB) in conjunction with § 311 para. 2 and 3 BGB (analogously) if the UG does not state its legal form “exactly and to the letter” in its company name. Even the omission of only the suffix “(haftungsbeschränkt)” could trigger prima facie liability despite the use of at least the legal form “UG” or “Unternehmergesellschaft”.

As of 1 August 2021, the transparency register was restructured by the Transparency Register and Financial Information Act. In this process, the so-called notification fiction for the reporting of beneficial owners of legal entities to the transparency register was abolished, which prompted numerous companies to make entries. The transitional periods granted by law for the implementation expire this year. This article explains which notifications need to be made. Furthermore, an outlook on upcoming changes of the transparency obligations under money laundering law due to European legislative projects is given.

The entrepreneurial status of supervisory board members is one of the hot topics in VAT, as reflected in the frequency of the letters published by the Federal Ministry of Finance. Just half a year after the BMF letter of 8 July 2021, the tax authorities have once again issued a statement. The BMF letter of 29 March 2022 specifies the principles and answers further questions. In addition to our newsletter article of 1 October 2021, this newsletter article describes all new insights.