about us

​

1 Introduction^

As an entrepreneur, do you want to focus more on your core competencies?

We offer you the opportunity:

​

• manage your business taxes & to lower

• To optimally position your company for the future with more liquidity

• Outsource your accounting

• Use the latest technology standards

Your company can become independent of capital-providing institutions!

We'll show you how to:

• Benefit financially from increased depreciation

• The liquidity of your company steigern

• Generate new resources for growth from your own resources

• Can protect your company from bankruptcy

​

2 Preface^

This article is intended to provide an overview of the issues surrounding the taxation of an EEIG. Individual German regulations

are completely missing. Only the EWIV Implementation Act and a BMF letter dated November 15, 1988 - IV C5 - S1316 67/88 are available.

​

With the Regulation of July 25, 1985 (No. 2137/85), the European Union created a European Economic Interest Grouping (EEIG) and is intended to promote cross-border cooperation between companies.

Its purpose is to facilitate and/or develop the economic activity of its members in order to enable them to improve their own results. However, it is only allowed to carry out “auxiliary activities” for the members and is particularly suitable

as an aid company to achieve common goals. It also serves to realize and strengthen the desired goal

European internal market through the harmonious development of economic life. The EWIV is an independent corporate form under European law. 

The basis for a European economic and interest association for Germany is the German EEIG Implementation Act

dated April 22, 1988. Here it is explicitly regulated in §1 that the implementing provisions only apply unless the regulation of the

EEC applies. The EWIV Implementation Act as well as the above BMF letter must therefore be taken into account. Due to the

In terms of the hierarchy of norms, the EWIV Regulation represents higher-ranking law than the German implementing regulations.

​

​

3 Membership in an EEIG^

If an entrepreneur decides to use the legal form EWIV, the advantages depend heavily on the practical approach. It is advantageous to use the legal form EWIV as an auxiliary company. In this case, entrepreneurs remain unchanged and become members of an EEIG.

​

Membership in an EEIG means:

• Outsourcing accounting through AI

• Purchase of receivables with debt collection

• Procurement of orders, EU consulting, project support

• High depreciation benefits

• More sales and liquidity

​

Testimonials

on www.ewiv.info/blog

​

• Federal Law Gazette 1988. Part I, No. 16

• Regulation (EEC) No. 213/85 of July 25, 1985-1

• Federal Ministry of Finance

• ABLEG No. L 199 p.1

​

4 Background: Statements in the (German) EWIV Implementation Act^

The EEIG differs from other companies mainly by its purpose, which is solely to facilitate or develop the economic activity of its members in order to enable them to increase their own results. Because of this auxiliary nature, the activity of the auxiliary company must be linked to the company's purpose and must not replace it. The concept of economic activity should be interpreted in the broadest sense.

In order for the association to achieve its goals, it must be equipped with its own business activities and it must be provided that: a legally separate body from the members of the association represents them towards third parties.

With regard to taxation, this regulation provides that the result of the association's activities only applies to the members

is taxable. Otherwise, national tax law applies, in particular with regard to the distribution of profits, tax procedures and all obligations imposed by national tax regulations.

​

Article 21

Profits from the activities of the association are considered profits of the members and are to be divided among them in the ratio provided for in the founding agreement or, if this does not specify anything, in equal shares.

Annual profit distributions are generally excluded in the founding agreement. That means there are only then

Profits are taxed when they actually flow to the individual member.

Furthermore, the BMF letter of November 15, 1988 - IV C 5 - S 1316 - 67/88 on the taxation of the EEIG in Germany must be taken into account.
 

​

5 Founding^

The main objective of the association is to promote the economic activities of its members. This presupposes that the members themselves carry out an economic activity. It is a legal instrument for the benefit of others and is intended to...

to facilitate or develop the economic activity of its members in order to enable them to increase their own results. The EWIV's corporate purpose must be limited to auxiliary activities (auxiliary company) from the members' economic activities. This term of auxiliary activity is to be interpreted broadly. Partial areas or functions may be taken over by members. The cooperation between the members can be coordinated and assets can also be taken over by the members as an ownership company. The association must consist of at least two members

structures exist. Each member has one vote. The headquarters of the EEIG must be located in the EU, but can be within the EU

be relocated.

​

The following foundation requirements must be observed:

• the name of the association with the preceding or following words “European Economic Interest Grouping” or the abbreviation already contained in the name; 

• the headquarters of the association;

• the business purpose for which the association was founded;

• the name, company name, legal form, place of residence or registered office and, if applicable, the number and place of registration of each member of the association;

• the duration of the association, provided it is not indefinite.

​

1. Furthermore, the following agreements can be made:

2. Conditions for the transfer of headquarters;

3. creation of additional organs;

4. multiple voting rights;

5. Majority decision to change member obligations (without the obligation to make contributions or make additional contributions);

6. Majority decision to amend the founding agreement;

7. Conditions for the appointment and dismissal of managing directors;

8. Conditions for limiting the representative power of directors;

9. Conditions regarding the individual or collective power of representation of the managing directors;

10. distribution of profits and losses;

11. Conditions regarding the provision of security for a member's participation;

12. Exemption of a new member from old liabilities;

13. Termination and exclusion of members;

14. majority decision on dissolution;

15. Structure of contribution obligations, obligation for deposits and the right to withdraw;

16. Language regulations.

​

Register entry

The EWIV must be entered in the commercial register in the country in which it is domiciled. Only registration in the register leads to the creation of the EEIG and has constitutive significance.

No founding capital

The establishment of an EEIG does not require members to pay contributions or raise a minimum capital.

​

members

Members can be:

• companies and other legal entities;

• Natural persons, provided they carry out commercial, commercial, craft, agricultural or freelance activities in the EU.
   

​

6 Legal status of the EEIG^

The EEIG can be the bearer of rights and obligations of any kind under its name, in particular it can conclude contracts and carry out other legal acts. She can acquire property. Participation in another company is possible. Furthermore, she has the capacity to be a party and can sue and be sued in court proceedings.
 

​

7 Legal nature of the EEIG^

The above-mentioned EU regulation leaves it up to the member states whether they treat the EEIG as a legal person or a partnership want. While most member states design the EEIG as a legal entity, the EWIV under German law as a Special form of general partnership (OHG).

​

This view must be taken from the following reasons are objected to:

1. The different classification of the EEIG in the individual member states is not compatible with the European idea.

2. The special form under German law as an OHG violates German law, as the most important provisions of the EEIG cannot be compared with an OHG, as it has corporate tax structures and must comply with commercial law provisions that do not apply to an OHG:

• Appointment of managing directors,

• Entry in the commercial register

​

According to current law, the regulations for general partnerships apply unless the EEIG Regulation contains a corresponding regulation (higher-ranking law).
 

​

8 Tax classification^

An EEIG does not have the purpose of generating its own profits (no profit-making intention). It should show the results of the members increase. This means that it should generate profits for the members. However, the EEIG is not subject to a ban on making profits, it just cannot be the main purpose. 10 Trade tax The EWIV is not a tax subject. R 5.2 GewSt-Guidelines European Economic Interest Grouping (EEIG) As a partnership, the EEIG cannot itself be a tax subject. Whether the members are co-entrepreneurs within the meaning of Section 15 EStG, is doubtful because the members do not have the rights and obligations according to the regulation, as is the case in the case of a general partnership. However, the financial administration assumes co-entrepreneurship.

​

Determination of profits

The determination of profits in Germany is carried out according to commercial law principles in accordance with Section 238 of the German Commercial Code (HGB).

​

Profit/profit allocation/profit distribution

The profits from the activities of the EWIV are considered profits of the members and are to be distributed among them in accordance with the founding agreement. If there is no corresponding agreement in the founding agreementcorresponding regulation, this profit is the sameto divide into small parts. A subsequent Change in profit distribution by membersthe decision is possible.

But the members are not there for profitobligation to pay. It can accordinglyaccording to the founding agreement or by co-signingmembers' decision to form a capital returnlocation can be agreed. In this case, in no profit in the profit and loss statement he must be identified by an appropriate Booking to be transferred to capital reserves.

The subsequent effect would be no release of the oneuniform and separate prize determinationment, no filing of a trade tax returntion.

​

In these cases there is great potential.to shift income.
 

​

9 sales tax^

The EWIV is subject to sales tax.in accordance with Section 2 UStG, insofar as they are subject to sales taxcarries out current sales.
 

​

10 trade tax^

The EWIV is not a taxable entity.

R 5.2 GewSt-Guidelines European Economic Interest Associationagreement (EEIG)

According to Article 40 of Regulation (EEC) No. 2137/85 of the Council of July 25, 1985 on the Creation of a European economicchen interest group (EEIV) – OBL EC No. L 199 S. 1 – may the commercial income as a result of the activities of the EEIG only at their members are taxed. Against the joint and several debtors can, in accordance with Section 155 Para. 3 AO a combined businesstax assessment notice is issued in which the Members of the EWIV as debtors of the Geadvertising tax must be listed. The acquaintanceThe delivery is based on Section 122 AO. The GeAdvertising tax notice is also only geto the members. Which Joint and several debtors are claimed is at the discretion of the municipality (Section 44 AO).
 

​

11 Annual Financial Statements^

The managing directors are obliged to be responsible for the proper bookkeeping of the associationcare and the annual financial statements (§ 6 EWIV Implementation Act).

It has accounting according to the regulations of the HGB. In cases where no distribution of profits should be made, are the above regulations to be observed.

The EWIV is not responsible for publishing the annual financial statements, neither according to §§ 325 ff. HGB still according to the Publicity Act. None of these regulations apply.

Preamble EU Regulation (EEC) No. 2137/85

(First sentence)

A harmonious development of the hostprofessional life as well as a constant and outbalanced economic growth in the geThe entire community depends on Errichment and the functioning of a communitymen market that has similar conditions like a national internal market offers. (A part The function is the EU internal marketInvoice)

​

Learn how to determine the legal form of the Use EWIV as an AUXILIARY COMPANY for yourself.

​

We are convinced that every subtake and every trader in eurospa benefits from the content in the training. If you are disappointed by the information providedno advantage or added value for themselves or Recognize your company, you will receive in the After the event, your schoolpayment fee back.

Our Training find in EUTraining center in Luxembourg instead. We make a pre-selection in order to have the same standards as possible for the participants during the training.

​

Book your preliminary consultation at: www.ewiv.info/services

​

• Join us

• You don't regret it

• The future not without Europe

• Especially for SMEs

​

​