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There is no LLC in Europe. The limited liability company is a United States form, created under state law, and no European country has adopted it. What every European country has instead is its own private limited company: a separate legal person, owners whose liability stops at what they have put in, and at least one director who carries personal duties in their own name. Ask for that by its local name and you get what the LLC was going to give you.
The names are most of the problem. Ask a German lawyer to register an LLC and the conversation stalls before it starts; ask for a GmbH and it moves. Below is the translation, then the three ways these companies behave differently from the form you know, then what one has to file once it is alive.
These are the private limited forms, the ones an owner-managed business actually uses. Each country also has a joint-stock form for listed and regulated business, carrying higher capital and heavier governance, and that is not what an LLC translates to.
| Country | The form to ask for | Minimum capital | Notary needed to form it | Typical time to registration |
|---|---|---|---|---|
| Germany | GmbH, or the UG (haftungsbeschränkt) at the low end | €25,000 share capital, at least €12,500 paid in cash; UG €1 | Yes, a Notar. Online video notarisation since 1 August 2022 | GmbH 3 to 6 weeks, UG 2 to 4 weeks |
| Netherlands | BV | €0.01 share capital since the Flex-BV Act of 2012 | Yes, a notaris | 1 to 3 weeks |
| Poland | Sp. z o.o. | PLN 5,000 share capital, paid in full in cash before registration | Only on the notarial track. The S24 portal uses template articles instead | 2 to 5 working days via S24, 3 to 6 weeks notarial |
| Czech Republic | s.r.o. | CZK 1 per share of statutory capital, CZK 10,000 and up in practice | Yes, a notář | 1 to 3 weeks by direct notarial filing, 3 to 6 weeks through the court |
| Estonia | OÜ | €0.01 share capital since 2023 | No, where the articles permit digital signature | 1 to 2 working days with e-Residency, 1 to 3 weeks without |
| Ireland | Ltd | €1 share capital | No. Electronic signatures only | 5 to 7 working days |
| France | SARL, or the SAS where the governance has to be bespoke | €1 of capital social for both | No, not for a standard SAS or SARL | 2 to 4 weeks |
| Spain | SL | €3,000 share capital since the 2022 reform | Yes, a notario | 4 to 8 weeks |
| Italy | SRL, or the SRLS for natural-person founders | SRL €10,000 share capital with €2,500 paid up; SRLS €1, capped at €9,999.99 | Yes, a notaio, waived for the SRLS | SRL 4 to 8 weeks, SRLS 3 to 5 weeks |
| Portugal | Lda, or Unipessoal Lda for a single owner | €1 share capital since the 2011 reform | No. The company is constituted at the Conservatória do Registo Comercial | 1 to 3 weeks, same day where Empresa na Hora applies |
Two patterns are worth reading out of that table. The first is that the notary, not the capital, decides how a formation feels: Germany, the Netherlands, Spain, Italy and the Czech Republic create the company by notarial deed, Ireland, Estonia, France and Portugal create it by filing, and Poland lets you pick. Notarial jurisdictions run in weeks and filing jurisdictions run in days, and no agent changes that. The second is that minimum capital has mostly stopped being a gate. Only Germany, Spain, Italy and Poland still ask for a meaningful figure at the door, and Italy lets the SRLS round it down to one euro.
Which country, as opposed to which form, is a separate question with separate answers, and it is the subject of European company formation.
A US LLC is transparent by default and the profit lands on the members’ own returns. None of the forms above works that way. Each is a taxable company in its own right, pays corporate income tax on its profit, and the owner is taxed again when that profit is distributed, subject to treaty relief or, inside the EU, to the Parent-Subsidiary Directive. Estonia looks like an exception and is not: an OÜ is still taxed as a company, at 22% of distributed profit and 0% on what it retains, so the tax is deferred rather than passed through.
Two consequences follow for an American owner and both belong with a US adviser before the European company exists rather than at the first return. US entity classification rules treat some foreign forms as corporations automatically and allow others to be elected into transparency, and which bucket a GmbH or an s.r.o. sits in decides whether you file one set of returns or two. Separately, a European company controlled by US owners can fall inside the controlled foreign corporation rules, which is a question about the holding structure above it rather than about the European company itself.
An LLC can be member-managed with nobody holding an office. A European limited company cannot. The Geschäftsführer of a GmbH, the bestuurder of a BV, the jednatel of an s.r.o., the gerente of an Lda, the amministratore of an SRL: whatever the title, at least one named natural person goes on the public register and answers personally for the filings, the solvency test and the tax. None of these countries reserves the role for its own citizens and most attach no residency condition at all, although Ireland expects an EEA-resident director or a Section 137 bond in place of one.
Appointing a director who lives on another continent is therefore allowed, and it is also what raises the place of effective management question: several of these countries decide corporate tax residence by where the company is really run, not by where it is registered.
Assume the annual accounts will be readable by anyone who wants them, and ask where they are filed before you choose the country. In Germany the Jahresabschluss is prepared under HGB and filed with the Unternehmensregister and the Bundesanzeiger. In Poland the approved statements go to the Repozytorium Dokumentów Finansowych at the KRS within 15 days of shareholder approval. In the Czech Republic they go to the Sbírka listin of the commercial register. The company’s own identity is public too, along with its company registration number: the KRS number in Poland, the IČO in the Czech Republic, the registrikood in Estonia, the SIREN in France, the REA number in Italy, the NIPC in Portugal.
Beneficial ownership has gone the other way, which surprises people who read about European transparency a few years ago. Every country in the table keeps a beneficial owner register and none is now freely searchable. Germany’s Transparenzregister closed to open inspection after the Court of Justice ruling of 22 November 2022, the Czech register closed on 17 December 2025, Estonia’s on 10 July 2026, and Italy’s is suspended altogether. What is left is access for the authorities, for obliged entities carrying out customer checks, and for applicants who can evidence a legitimate interest.
This is where the letters stop mattering and the calendar starts, and it is the part that searches about LLC compliance in Europe rarely reach. The deadlines are national, the pattern is not.
None of it is done for you by the register, which is why an owner-managed European company engages a local accountant in its first month rather than at its first year end.
Nothing in the table is reserved for residents or EU citizens. A single non-resident can own the whole company and sit as its only director, with Ireland’s EEA-director rule the one condition to plan around, and what distance changes is the signing rather than the eligibility. Where a notary creates the company you still do not have to be in the room: Germany has allowed online notarisation of a GmbH or UG through the Bundesnotarkammer platform since 1 August 2022, the Czech Notarial Chamber has run video identification since 2024, and the Netherlands, Spain and Italy accept an eIDAS qualified electronic signature, a signature at a consulate, or a notarised power of attorney that puts a local attorney in the chair. Ireland and Estonia are electronic end to end.
The item that most often holds an American founder up is the apostille on that power of attorney, so it is the thing to start first. The documents, the identification numbers and the banking side are set out on our company formation for non-residents page, and the country-by-country timings are compared in our guide to how long company formation takes.
No. The LLC is a United States form and no European country has legislated one. Each has its own private limited company instead: the GmbH in Germany, the BV in the Netherlands, the Sp. z o.o. in Poland, the s.r.o. in the Czech Republic, the OÜ in Estonia, the Ltd in Ireland, the SARL or SAS in France, the SL in Spain, the SRL in Italy and the Lda in Portugal. All of them give the same liability shield.
The ones formed by filing rather than by notarial deed. An Estonian OÜ is on the register in 1 to 2 working days with e-Residency, a Polish Sp. z o.o. in 2 to 5 working days through the S24 portal, an Irish Ltd in 5 to 7 working days. The notarial jurisdictions, Germany, the Netherlands, Spain, Italy and the Czech Republic, run in weeks, because the deed and the register entry are separate acts.
Yes, and that is a real change of habit for an owner used to keeping the numbers private. Annual accounts are prepared to the national accounting law, approved by the owners and filed with a register that publishes them: the Bundesanzeiger in Germany, the Repozytorium Dokumentów Finansowych at the KRS in Poland, the Sbírka listin in the Czech Republic. Small companies file abbreviated versions and, below the audit thresholds, unaudited ones.
Yes. A company can hold the shares in these forms, and a foreign parent holding all of them makes the European company a subsidiary rather than a branch. The subsidiary is tax resident where it is registered, files its own accounts, carries its own registration number and ring-fences the parent from its liabilities. Expect the parent’s certificate of incorporation, articles and authorising board resolution to be apostilled and translated first.
The articles of association, and unlike an operating agreement they are normally a public document on the company’s register file: the Gesellschaftsvertrag in Germany, the statuten in the Netherlands, the umowa spółki in Poland, the společenská smlouva in the Czech Republic, the statuts in France. Where a notary forms the company the articles are executed as a notarial deed, and in Germany every later amendment to them is a notarial act as well.