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A Notice of Proposal to Strike Off is an official warning from the German Commercial Register (Handelsregister) that a company might be removed from their records. This happens when a company hasn't filed required reports, paid fees, or shown signs of active business operations.

Companies usually get 3 months to respond after receiving this notice. If they don't take action - like submitting missing documents or proving they're still active - the Register will remove them completely. This process, known as Löschung in German law, effectively dissolves the company and removes its legal status to operate.

The German Commercial Register issues a Notice of Proposal to Strike Off when companies stop meeting their legal obligations. Common triggers include failing to file annual accounts, not responding to official communications, or showing no business activity for extended periods.

Acting quickly after receiving this notice is crucial. Companies have a short window to either restart operations, submit missing documentation, or properly wind down their business. German law requires immediate attention to prevent automatic dissolution - which can create serious complications for directors, shareholders, and anyone holding contracts with the company.

• Initial Notice: The standard form sent by the Handelsregister, giving companies 3 months to respond before strike-off proceedings begin
• Expedited Notice: Used when companies request voluntary dissolution, speeding up the strike-off process
• Non-Compliance Notice: Issued specifically for companies failing to file annual accounts or tax returns
• Dormant Company Notice: Targets companies showing no business activity for two or more years
• Final Warning Notice: The last notification before permanent removal from the register, usually giving 2 weeks to respond

• Commercial Register Officials: Issue and manage the Notice of Proposal to Strike Off process, ensuring compliance with German corporate law
• Company Directors: Primary recipients who must respond to the notice and take corrective action
• Legal Representatives: Help companies navigate the strike-off process and prepare necessary documentation
• Shareholders: Need to be informed as their investment could be affected by potential company dissolution
• Creditors: Must be notified as the strike-off could impact their ability to recover debts

• Company Details: Gather full legal name, registration number, and registered office address from the Handelsregister
• Compliance History: Document missed filings, unpaid fees, or periods of inactivity
• Contact Information: Verify current addresses for all directors and legal representatives
• Outstanding Obligations: List any pending tax returns, annual accounts, or regulatory submissions
• Response Timeline: Note important deadlines and required actions within the 3-month window
• Documentation: Prepare evidence of business activity or compliance measures if planning to contest

• Company Identification: Full legal name, registration number, and registered address as recorded in the Handelsregister
• Legal Basis: Specific reference to relevant sections of German Commercial Code (HGB)
• Grounds for Strike-Off: Clear statement of the reasons for proposed removal
• Response Period: Explicit mention of the 3-month deadline and consequences
• Required Actions: Detailed list of steps needed to prevent strike-off
• Official Authentication: Commercial Register stamp, date, and authorized signature
• Appeal Rights: Information about objection procedures and deadlines

A Notice of Proposal to Strike Off differs significantly from a Notice of Default in both purpose and consequences within German law. While both are formal notifications of non-compliance, they serve distinct functions in business operations.

• Legal Authority: Strike-off notices come exclusively from the Commercial Register, while default notices can be issued by any contracting party
• Scope of Impact: Strike-off affects the company's entire legal existence, whereas default notices typically concern specific contractual obligations
• Response Timeline: Strike-off allows a mandatory 3-month response period under German law; default notices often have varying, contract-specific deadlines
• Resolution Options: Strike-off requires proving business activity or regulatory compliance; default notices usually seek specific performance or financial remedy
• Consequences: Strike-off leads to company dissolution; default notices typically result in contract termination or financial penalties