Website as a suitable contribution in kind for company foundations?

Alain Friedrich
Alain Friedrich

Many start-ups business models are based on online platforms. Electronic marketplaces are created, services are brokered online and entire booking processes are handled electronically via websites.

Developers of such platforms are increasingly faced with the question of whether already developed websites can serve as contributions in kind (e.g. real estate or other tangible assets) for company formations.

non-cash contribution formation

The purpose of a contribution in kind is to raise the nominal value of the subscribed share or ordinary capital by means of one thing or another asset. The advantage of this is that the share or nominal capital does not have to be paid in cash.

In order to be considered a permissible contribution in kind, the asset contributed must be assessable or capitalizable, transferable, available and realizable. In particular, the prerequisite of assessability or activability plays an important role here.

Fact is that capitalization must be confirmed by an auditor every time a contribution in kind is established. The auditors must therefore examine the requirements for the eligibility of contributions in kind and submit a corresponding confirmation (so-called audit confirmation).

Intangible assets as a contribution in kind

The eligibility of intangible assets such as research and development costs, trademarks, licenses, domain names or websites for non-cash contributions must be checked on a case-by-case basis and clarified with the auditors in the relevant commercial register.

When developing a new website, the development costs can be capitalized and used as a contribution in kind. However, a case-by-case examination is indispensable. Current operating costs must, however, always be recorded as expenses and not eligible for contributions in kind.

Founding a non-cash capital contribution is more expensive and brings hardly any advantages

Although a contribution in kind may be possible in individual cases by contributing an already developed website, it should be considered whether this makes sense at all.

Due to its higher complexity and the involvement of an auditor, the formation of a non-cash contribution is generally much more expensive than a cash formation and - in comparison to a later transfer of the website to the founded company - it does not bring any significant advantages. Provided one has the necessary means to found a company in cash!

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