UG & GmbH day to day · 4.11
What Are the Benefits of a Holding Structure?
Short answer
A holding company is a separate UG or GmbH that owns the shares in your operating company. Profit distributions paid by the operating GmbH to the holding company and gains from selling shares are largely tax-free there. This leaves more capital available to reinvest.
Key points
- Profit distributions and capital gains are 95% tax-exempt at the holding level. 5% are treated as non-deductible expenses, resulting in an effective tax burden of around 1.5%.
- Without a holding company, profit distributions paid directly to you personally would be taxed at around 26%.
- Particularly useful if you intend to reinvest profits—such as into new companies or shareholdings—or if you are planning an exit.
- If you need money privately, taxes are still due as soon as the money is paid out from the holding company to you.
- Costs: two companies, two sets of bookkeeping, two annual financial statements.
- Setting up a holding company right from the start is easiest. Restructuring later is possible, but involves holding periods and advisory requirements.
Figures & thresholds (as of November 2026)
- Tax exemption: 95% (Körperschaftsteuer (corporate income tax))
- Distributions with a shareholding below 10%: fully taxable
- Gewerbesteuer (trade tax): distributions are only exempt with a shareholding of at least 15% at the beginning of the year
Legal basis
§ 8b KStG§ 9 Nr. 2a GewStG§ 8 Nr. 5 GewStG§ 22 UmwStG
Continue
- Next topic: What is Reverse Charge (§ 13b UStG)?
- Related: How is a profit distribution taxed?
With Pluto
← Back to topicPluto also supports holding structures, allowing you to manage both companies in one place.
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