Nonprofit Organizations in Germany
We specialize in advising large-membership and high-revenue nonprofit corporations and other NPOs on all matters of German nonprofit and tax law.
We advise nonprofit organizations and the public sector
WINHELLER is well known for its expertise in German nonprofit law and provides strategic legal and tax planning advice to a number of large German nonprofit organizations (NPOs). In addition, or nonprofit attorneys also provide counsel to international NPOs and charities that are seeking to establish a presence in Germany. Our services include advice regarding all aspects of German nonprofit law and German nonprofit tax law.
Furthermore, our advisors regularly work with our clients' finance and bookkeeping departments to ensure that their donation-soliciting activities comply with German law and industry accreditation and certification standards.
What you can expect from us
We find results-oriented, practical and comprehensible solutions
- From A for association to Z for zones of activity - we advise on every NPO topic
- Life time cycle consulting: We advise NPOs in every phase of their life cycle - from foundation to expansion to dissolution: We are also at your side when exiting from nonprofit status and when selling shares in gGmbHs
- WINHELLER worldwide: We coordinate your legal and tax projects, regardless of whether they take place in Germany or abroad
- The more complex the problem, the greater our ambition - no NPO problem makes us break out in a sweat
- WINHELLER as a 360° law firm: We can do more than just “nonprofit” and take care of everything that is necessary
- A “no” is not a solution for us
Does your organization need support? We look forward to hearing from you!
What are the advantages of charitable status in Germany?
Nonprofit organizations enjoy extensive tax privileges in Germany:
- Exemption from corporation tax and trade tax, provided that the nonprofit corporation does not maintain a so-called taxable business operation
- Exemption from property tax (but not per se from real estate transfer tax)
- Frequent preferential treatment in the context of value added tax
- Tax-free transfers of assets during life and upon death to nonprofit corporations (i.e. exemption from inheritance tax and gift tax)
- Authorization to receive tax-deductible donations
- Possibility of granting tax-free flat fees to employees (flat fee for trainers, flat fee for voluntary work)
- Exemption from capital gains tax deduction
NPOs also enjoy non-tax privileges:
- Exemption from or reduction of state fees (e.g. with the foundation supervisory authorities, transparency register, broadcasting fees, notary, etc.)
- Public subsidies are often linked to nonprofit status
- Sponsorship agreements with companies require nonprofit status in individual cases
- A high reputation in the public eye
However, nonprofit organizations must fulfill a variety of requirements in order to maintain and preserve their charitable status. This leads to additional administrative work, i.e. higher costs and also higher liability risks for the persons responsible. When setting up a new organization, it should therefore first be clarified with a specialist tax advisor or lawyer for nonprofit law whether charitable status should actually be sought - not least in view of the fact that a later withdrawal from charitable status can result in tax disadvantages.
We are experts for the market entry of foreign NPOs in Germany and Europe
Our clients come from Germany and abroad. We regularly assist foreign clients in setting up subsidiary organizations (e.g. nonprofit limited liability companies) in Germany and provide them with ongoing support. In this way, we ensure the legal and tax compliance of the subsidiary on which the parent organization relies in order to develop its purposes on German soil in a legally secure manner.
In many cases, our foreign clients use their legal entities set up in Germany as so-called funding bodies (Förderkörperschaften) or fundraising entities (e.g. Fördervereine or Förder-GmbHs) and successfully fundraise in Germany through them.
Other clients use their German subsidiary to implement charitable projects in Germany or to transfer funds via Germany to other European countries or third countries, often also in Eastern Europe. The flexibility of German nonprofit and corporate law is often the reason why foreign NPOs use their German subsidiary as the headquarters for their entire European business.
Your all-round advisor for the nonprofit sector
Our consulting services cover all facets of nonprofit law in the narrower and broader sense. We see ourselves as a competent all-round advisor to the nonprofit sector and - if you wish - as your single point of contact for all your legal and tax issues.
On the one hand, this means that we have the necessary expertise in relation to all legal forms of the nonprofit sector - from associations and federations, charitable limited liability companies (and charitable UGs), charitable stock corporations, charitable cooperatives to charitable foundations. We also have detailed knowledge of the special features of professional associations and trade associations as well as commercial professional divisions and outsourced professional sports corporations. Thanks to our many years of daily practice, we are very familiar with the intricacies of the various legal forms.
We are also at home in national and international tax law (including VAT law), donation law and advising on complex sponsorship processes, helping with the drafting and revision of articles of association, preparing general meetings (including virtual ones) and accompanying difficult meetings on site.
We also frequently assist nonprofit corporations and professional associations/trade associations with corporate restructurings (spin-offs, changes of legal form, etc.) - both in the preliminary planning stage and during the actual implementation. The topic of compliance for nonprofit corporations and NPOs also plays a major role in our advisory practice. We are experienced in the development and implementation of legal and tax compliance systems specifically tailored to third sector organizations.
Civil society has long since ceased to be bound by national borders. We therefore advise both German organizations that operate worldwide - either through projects abroad or by raising donations abroad (e.g. fundraising in the USA) - as well as charities and professional associations from abroad that are planning to enter the European or German market. Our worldwide network of cooperation partner law firms enables us to coordinate and implement international projects successfully and efficiently for you. You can therefore also rely on us as your main legal and tax contact internationally.
Of course, we also provide our NPO clients with advice and support on typical business law issues. Professionally organized large charitable and nonprofit organizations, like commercial enterprises, require legal and tax support, e.g. in the areas of
- employment law
- inheritance law
- IP law
- IT law
- data protection law
- (international) contract law
- banking law and financing issues
- corporate law and M&A and
- other typical “for profit” questions of a legal and tax nature
And if something doesn't go quite as it should, our (tax) criminal law department will also be happy to help you out of a tight spot.
Finally, for us, comprehensive advice from a single source also means that we provide our NPO clients with ongoing tax consultancy services (ongoing bookkeeping and annual financial statements, business management advice) and, in this context, also ensure compliance with the criteria specified by the relevant donation seals and the guidelines of the funding bodies.
Advice throughout the entire life cycle: from foundation to dissolution
We are your competent partner if you would like to start a nonprofit project - either as a well-financed start-up company or as part of a spin-off or other transformation from an existing organization. We will help you to dress your (charitable) project in the appropriate legal form(s) (association, gGmbH, gAG, cooperative, foundation, etc.) and accompany you from A to Z on the path of establishment and/or conversion.
In addition, we support you in your ongoing business operations with our advisory services on nonprofit law and ensure the expansion of your organization - both nationally and internationally - from a legal and tax perspective. You can grow with us. A particularly close relationship between NPO and consultant and extremely efficient consulting services can be achieved in cases where we also provide ongoing tax advice for your NPO. This means that we can always identify any problems that arise promptly in the ongoing accounting process and rectify them quickly before they cause major damage.
It goes without saying that we will also stand up for you in the event of an impending withdrawal of your charitable status. Moreover, charitable and other nonprofit projects do not always succeed: in such cases, it may be advisable to dissolve the charitable corporation or NPO. In the course of restructuring, it may also occasionally be advisable to dissolve and liquidate the previous legal entity or entities. We help you with this and ensure that the liquidation of the legal entity is carried out in compliance with all requirements, in particular nonprofit law, corporate law and employment law.
Our advisory services in nonprofit law
- Selection of the appropriate legal form and concept development for your charitable project, your nonprofit project or your social business enterprise or venture philanthropy project
- Establishment of nonprofit organizations (association/federation, foundation, charitable stock corporation, charitable LLC, charitable entrepreneurial company, cooperative etc.) including drafting the articles of association and coordination with the tax office and the responsible (register) authority
- Establishment of (internationally active) sponsoring associations and other sponsoring bodies
- Formation of professional associations, trade associations, interest groups and advice on tax, liability, corporate and employment law structuring
- Establishment of social business enterprises and responsible ownership companies (nonprofit and for-profit)
- Planning of optimal nonprofit and tax law structures (spin-off of LLC or charitable LLC, tax optimization for taxable business operations and special-purpose operations, optimization of sponsorship agreements, etc.)
- Restructuring of nonprofit organizations, e.g. change of legal form from e.V. to gGmbH, spin-offs, etc.
- Legally compliant differentiation between special-purpose operations <-> taxable business operations
- Advice on legally compliant asset management including the creation of investment guidelines
- Tax law optimization advice for founders, donors, sponsors and corporate partners
- Clarification of questions regarding international grantmaking, i.e. donations from Germany to abroad or vice versa from abroad to Germany (focus: Germany, Europe and USA)
- Comprehensive legal and tax advice in connection with fundraising in the USA and donations from the USA
- Coordination of international charitable projects with the involvement of specialized foreign partner law firms
- Clarification of VAT issues in compliance with the European VAT Directive: Taxability? Tax exemption? Taxation at 0%, 7% or 19%? Input tax deduction? VAT groups?
- Revision of articles of association and partnership agreements with regard to nonprofit law
- Drafting of contracts, e.g. license agreements, sponsoring agreements, investment guidelines, cooperation agreements, fundraising agreements, forwarding agreements, project partnership agreements, etc.
- Sports law advice to sports associations and professional sports clubs, in particular on legal issues relating to league match operations, contract law, general terms and conditions, tax law and charitable status,s tadium bans, spin-offs, accounting and association law issues and the preparation and efficient and legally compliant conduct of general meetings
- Energetic defense of charitable status against the threat of revocation - in and out of court
- Representation in tax audits, tax court proceedings and other disputes with the tax authorities on issues relating to charitable status and tax law
- Advice on liability issues for those responsible for the NPO
- Advice on tax concessions for foreign nonprofit organizations with regard to income in Germany
- Other all-round advice for NPOs in all areas of business law that we offer
Your nonprofit lawyers for NPO matters in Germany
Whether you are starting from zero, outsourcing activities or transforming an existing NPO, our nonprofit-specialized attorney can help you plan and execute each step of your journey to ensure legal compliance and long term success. Our nonprofit law specialists are available to address all of your legal needs regarding any aspect of nonprofit law, including tax treatment.
Feel free to contact us by e-mail (info@winheller.com) or by phone (+49 69 76 75 77 85 24).
Do you need support?
Do you have questions about our services or would you like to arrange a personal consultation? We look forward to hearing from you! Please fill in the following information.
Or give us a call: +49 69 76 75 77 85 24