Stille Gesellschaft stGes (Silent Partnership)
A stille Gesellschaft stGes is a company that holds a stake in another company without appearing externally. The owner of the company has liability and represents the company. The rights and duties of a silent partner are limited exclusively to the internal relationship.
The silent partner makes a contribution to the company in the form of capital, in-kind contribution or service. As consideration, he or she takes a share in the profits and participates in the losses, but only to the extent of the contribution made. Disbursements to silent partners qualify as operating expenses for the company and are tax deductible. Profits from a silent partnership must be taxed as capital gains.
Silent partners have the right to review the annual financial statements. In the event of insolvency, their legal position is one of a creditor.
In an atypical silent partnership, the silent partners participate in the assets or management of the company under contractual arrangements. For tax purposes, the revenues of atypical silent partners are considered as operating income.