• Latest
  • Trending
Investing quietly: Typical and atypical silent partnerships for startups

Investing quietly: Typical and atypical silent partnerships for startups

14. March 2023
ChatGPT and lawyers: recordings of the Weblaw launch event

Private AI use in the company

24. October 2025
Lego brick still protected as a design patent

App purchases, in-app purchases and sales tax

21. October 2025
dsgvo 1

What belongs in a DPA? Data processing agreement in accordance with Art. 28 GDPR

17. October 2025
Smart contracts in the insurance industry: contract design and regulatory compliance for InsurTech start-ups

Contract for work vs. service contract in software, AI and games projects

15. October 2025

Influencer contract: performance profile, rights/buyouts, labeling and AI content

13. October 2025
AI content for subscription platforms

AI content for subscription platforms

29. September 2025
E-sports finally charitable? What the government draft of the Tax Amendment Act 2025 really brings

E-sports finally charitable? What the government draft of the Tax Amendment Act 2025 really brings

23. September 2025
Clubs, photos and minors: managing consent properly

Clubs, photos and minors: managing consent properly

22. September 2025
AI faces, voice clones and deepfakes in advertising: rules of the game under the EU AI Act and German law

AI faces, voice clones and deepfakes in advertising: rules of the game under the EU AI Act and German law

17. September 2025
Modding in EULAs and contracts – what applies legally in Germany?

Modding in EULAs and contracts – what applies legally in Germany?

8. September 2025
Arbitration agreements in EULAs and developer contracts

Arbitration agreements in EULAs and developer contracts

7. September 2025
Chain of title in game development: building a clean chain of rights

Chain of title in game development: building a clean chain of rights

6. September 2025
Fail-fast clauses in media productions – what are they actually?

Fail-fast clauses in media productions – what are they actually?

5. September 2025
Founder’s agreement vs. shareholder agreement: setting the course for startups at an early stage

Founder’s agreement vs. shareholder agreement: setting the course for startups at an early stage

12. August 2025
Cheat software without code intervention: What the BGH really decided in the Sony ./. Datel case (I ZR 157/21)

Cheat software without code intervention: What the BGH really decided in the Sony ./. Datel case (I ZR 157/21)

11. August 2025
Digital integrity as a (new) fundamental right: status in Germany and the EU in 2025

Digital integrity as a (new) fundamental right: status in Germany and the EU in 2025

10. August 2025
European Economic Interest Grouping (EEIG)

EU Digital Decade 2030: Data law, Data Act & eIDAS 2 – what needs to be implemented in 2025

8. August 2025
Upload filters between copyright and personal rights

Upload filters between copyright and personal rights

7. August 2025
On-demand transmission right in the digital space: streaming, Section 19a UrhG and licensing

On-demand transmission right in the digital space: streaming, Section 19a UrhG and licensing

6. August 2025
Q&A: Legal issues for game developers

5-day guide: Founding a game development studio

5. August 2025
  • Mehr als 3 Millionen Wörter Inhalt
  • |
  • info@itmedialaw.com
  • |
  • Tel: 03322 5078053
Kurzberatung
Rechtsanwalt Marian Härtel - ITMediaLaw

No products in the cart.

  • en English
  • de Deutsch
  • Informationen
    • Ideal partner
    • About lawyer Marian Härtel
    • Quick and flexible access
    • Principles as a lawyer
    • Why a lawyer and business consultant?
    • Focus areas of attorney Marian Härtel
      • Focus on start-ups
      • Investment advice
      • Corporate law
      • Cryptocurrencies, Blockchain and Games
      • AI and SaaS
      • Streamers and influencers
      • Games and esports law
      • IT/IP Law
      • Law firm for GMBH,UG, GbR
      • Law firm for IT/IP and media law
    • The everyday life of an IT lawyer
    • How can I help clients?
    • Testimonials
    • Team: Saskia Härtel – WHO AM I?
    • Agile and lean law firm
    • Price overview
    • Various information
      • Terms
      • Privacy policy
      • Imprint
  • Services
    • Support and advice of agencies
    • Contract review and preparation
    • Games law consulting
    • Consulting for influencers and streamers
    • Advice in e-commerce
    • DLT and Blockchain consulting
    • Legal advice in corporate law: from incorporation to structuring
    • Legal compliance and expert opinions
    • Outsourcing – for companies or law firms
    • Booking as speaker
  • News
    • Gloss / Opinion
    • Law on the Internet
    • Online retail
    • Law and computer games
    • Law and Esport
    • Blockchain and web law
    • Data protection Law
    • Copyright
    • Labour law
    • Competition law
    • Corporate
    • EU law
    • Law on the protection of minors
    • Tax
    • Other
    • Internally
  • Podcast
    • ITMediaLaw Podcast
  • Knowledge base
    • Laws
    • Legal terms
    • Contract types
    • Clause types
    • Forms of financing
    • Legal means
    • Authorities
    • Company forms
    • Tax
    • Concepts
  • Videos
    • Information videos – about Marian Härtel
    • Videos – about me (Couch)
    • Blogpost – individual videos
    • Videos on services
    • Shorts
    • Podcast format
    • Third-party videos
    • Other videos
  • Contact
  • Informationen
    • Ideal partner
    • About lawyer Marian Härtel
    • Quick and flexible access
    • Principles as a lawyer
    • Why a lawyer and business consultant?
    • Focus areas of attorney Marian Härtel
      • Focus on start-ups
      • Investment advice
      • Corporate law
      • Cryptocurrencies, Blockchain and Games
      • AI and SaaS
      • Streamers and influencers
      • Games and esports law
      • IT/IP Law
      • Law firm for GMBH,UG, GbR
      • Law firm for IT/IP and media law
    • The everyday life of an IT lawyer
    • How can I help clients?
    • Testimonials
    • Team: Saskia Härtel – WHO AM I?
    • Agile and lean law firm
    • Price overview
    • Various information
      • Terms
      • Privacy policy
      • Imprint
  • Services
    • Support and advice of agencies
    • Contract review and preparation
    • Games law consulting
    • Consulting for influencers and streamers
    • Advice in e-commerce
    • DLT and Blockchain consulting
    • Legal advice in corporate law: from incorporation to structuring
    • Legal compliance and expert opinions
    • Outsourcing – for companies or law firms
    • Booking as speaker
  • News
    • Gloss / Opinion
    • Law on the Internet
    • Online retail
    • Law and computer games
    • Law and Esport
    • Blockchain and web law
    • Data protection Law
    • Copyright
    • Labour law
    • Competition law
    • Corporate
    • EU law
    • Law on the protection of minors
    • Tax
    • Other
    • Internally
  • Podcast
    • ITMediaLaw Podcast
  • Knowledge base
    • Laws
    • Legal terms
    • Contract types
    • Clause types
    • Forms of financing
    • Legal means
    • Authorities
    • Company forms
    • Tax
    • Concepts
  • Videos
    • Information videos – about Marian Härtel
    • Videos – about me (Couch)
    • Blogpost – individual videos
    • Videos on services
    • Shorts
    • Podcast format
    • Third-party videos
    • Other videos
  • Contact
Rechtsanwalt Marian Härtel - ITMediaLaw

Investing quietly: Typical and atypical silent partnerships for startups

14. March 2023
in Corporate
Reading Time: 13 mins read
0 0
A A
0
business g5973cc862 1920

Notice:

Content Hide
1. Silent partnerships: Typical and Atypical
1.1. Typical silent partnership
1.2. Atypical silent partnership
2. Advantages and disadvantages
3. Connection with business angel concept
4. Tax aspects
5. Advantages and disadvantages of the typical silent partnership
6. Advantages and disadvantages of the atypical silent partnership
6.1. Author: Marian Härtel
Key Facts
  • Silent partnerships are private written contracts without a notary or commercial register, which allows for many variations.
  • There are typical and atypical silent partnerships, which differ in terms of profit and loss responsibility.
  • Typical silent partnerships offer no liability for company debts and have a fixed term.
  • Atypical silent partnerships allow a say, but with a higher risk and liability for company losses.
  • The choice between typical and atypical participations should take into account tax aspects and effects on the tax burden.
  • Silent partnerships can be combined well with the business angel concept for support and know-how.
  • Before entering into a silent partnership, it is advisable to consult a lawyer or tax advisor.

Before you get into the differences between typical and atypical silent partnerships, I would like to point out that this construct is a private written contract that is concluded without the involvement of a notary and commercial register. This means that, in principle, very many variants are possible, all of which can have advantages and disadvantages and must therefore be discussed with the client. It is therefore advisable to obtain thorough information before concluding a silent partnership agreement and, if necessary, to consult a lawyer or tax advisor

Silent partnerships: Typical and Atypical

Silent partnerships are a popular form of investment in companies. They offer investors the opportunity to invest their capital in a company without being actively involved in its management. However, there are two types of silent partnerships: typical and atypical. This blog post explains the differences between the two types of silent partnerships.

Typical silent partnership

A typical silent partnership is an investment in which the investor participates only in the profits of the company. He has no say in the management and is not liable for the debts of the company. The amount of participation is usually fixed and cannot be changed. Typical silent partnerships usually have a fixed term and the investor has no influence on the management.

Atypical silent partnership

An atypical silent partnership is an investment in which the investor also participates in the loss of the company. The investor also has a say in the management and can make decisions that affect the company. In contrast to the typical silent partnership, the investor in an atypical silent partnership can be held liable if the company has debts. The amount of the participation may vary and atypical silent partnerships may be open-ended.

Advantages and disadvantages

Typical silent partnerships offer investors a way to put their capital into a company without having to worry about management. They are also not liable for the debts of the company. Atypical silent partnerships offer investors more influence on management and the opportunity to make decisions that affect the company. However, they are also associated with a higher risk, as the investor also participates in the loss of the company and can be held liable

Connection with business angel concept

Silent partnerships can also be interesting for young startups, game developers and esport teams, as they can be well combined with a business angel concept. Business angels are experienced investors who support and advise startups and young companies. They can offer investors in a silent partnership valuable advice and contacts to make the company successful. By combining silent partnerships and business angels, young companies can benefit from the financial support and expertise to build and grow their business.

Tax aspects

When choosing between a typical or atypical silent partnership, the tax aspects should also be taken into account. The different types of investments are each assessed differently for tax purposes and may affect the investor’s tax burden. It is therefore advisable to consult a tax advisor to understand and plan for the tax implications of the investment. A tax advisor can also help determine the best structure for the investment to minimize the tax burden.

Advantages and disadvantages of the typical silent partnership

Advantages:

  1. No say in the management: The investor does not have to worry about the management and can concentrate on his investment.
  2. No liability for debts: The investor is not liable for the debts of the company and thus bears no financial risk.
  3. Fixed term: The term of the investment is fixed, which gives the investor a certain degree of planning security.
  4. Fixed amount of participation: The amount of participation is fixed and cannot be changed, which gives the investor a clear idea of his investment.
  5. Simple structure: The typical silent partnership has a simple structure, which facilitates management and implementation.

Disadvantages:

  1. No say in the management: The investor has no say in the management and thus cannot actively participate in the development of the company.
  2. No influence on decisions: The investor has no influence on decisions affecting the company, which can lead to frustration.
  3. No possibility to influence the company: The investor cannot influence the company to protect or improve his investment.
  4. No flexibility: The amount of the investment and the term are fixed, which gives the investor no flexibility.
  5. No possibility to increase profits: The investor cannot actively contribute to increase the profits of the company.

Advantages and disadvantages of the atypical silent partnership

Advantages:

  1. Right to a say in the management: The investor has a say in the management and can thus actively participate in the development of the company.
  2. Influence on decisions: The investor has influence on decisions that affect the company, which gives him more control.
  3. Possibility to influence the company: The investor can influence the company to protect or improve his investment.
  4. Flexibility: The amount of the investment and the term can vary, which gives the investor more flexibility.
  5. Opportunity to increase profits: the investor can actively contribute to increasing the company’s profits

Disadvantages:

  1. Liability for debts: The investor can be held liable in the case of an atypical silent partnership if the company has debts.
  2. Higher risk: The atypical silent partnership involves a higher risk, as the investor also participates in the loss of the company.
  3. More complex structure: The atypical silent partnership has a more complex structure, which can make it more difficult to manage and implement.
  4. Unclear responsibilities: The responsibilities between investor and management may be unclear in the case of an atypical silent partnership.
  5. Conflicts with other investors: In the case of an atypical silent partnership, conflicts may arise with other investors who have a different idea of the company’s development.
Marian Härtel
Author: Marian Härtel

Marian Härtel ist Rechtsanwalt und Fachanwalt für IT-Recht mit einer über 25-jährigen Erfahrung als Unternehmer und Berater in den Bereichen Games, E-Sport, Blockchain, SaaS und Künstliche Intelligenz. Seine Beratungsschwerpunkte umfassen neben dem IT-Recht insbesondere das Urheberrecht, Medienrecht sowie Wettbewerbsrecht. Er betreut schwerpunktmäßig Start-ups, Agenturen und Influencer, die er in strategischen Fragen, komplexen Vertragsangelegenheiten sowie bei Investitionsprojekten begleitet. Dabei zeichnet sich seine Beratung durch einen interdisziplinären Ansatz aus, der juristische Expertise und langjährige unternehmerische Erfahrung miteinander verbindet. Ziel seiner Tätigkeit ist stets, Mandanten praxisorientierte Lösungen anzubieten und rechtlich fundierte Unterstützung bei der Umsetzung innovativer Geschäftsmodelle zu gewährleisten.

Tags: BlogBusinessCommercial registerDevelopmentEntscheidungenEsportGame developerHaftungInvestmentInvestorSicherheitStartupsTax consultant

Weitere spannende Blogposts

Duty to provide information in the UrhG – definitely unknown for website operators or game publishers?

copyright
16. February 2023

There are always schemes where, as a lawyer, you are pretty sure that these clients are unknown. And § 32d...

Read moreDetails

BGH decides on the permissibility of fees for Paypal/immediate bank transfer

Attention: Vouchers to existing customers can be advertising!
7. November 2022

The German Federal Supreme Court today ruled that companies may charge their customers a fee for payment via Sofortüberweisung or...

Read moreDetails

Unrecognized liability risks: What GmbH managing directors need to know

Unrecognized liability risks: What GmbH managing directors need to know
10. October 2023

Introduction: In a recent conversation with a client, the topic of liability risks for managing directors of a limited liability...

Read moreDetails

OnlyFans management contracts: What content?

OnlyFans management contracts: What content?
24. September 2024

OnlyFans has developed into one of the leading platforms for content creators in recent years. More and more artists are...

Read moreDetails

Merry Christmas and a look ahead to an exciting year

Merry Christmas to all
23. December 2023

Dear Readers, During the festive season, I would like to take this opportunity to wish you all a happy and...

Read moreDetails

“Invested” in tokens and nothing happened? Get money back?

“Invested” in tokens and nothing happened? Get money back?
17. January 2023

Currently, there are very many projects in the field of blockchain, tokens and coins and the potential "investment opportunities" are...

Read moreDetails

Relocation of the office and other updates

Will there soon be material defects for digital content? Obligation to update software is coming!
7. November 2022

In the last two months it was a bit quieter on the blog and the website. The main reason is...

Read moreDetails

Back again

Back again
8. May 2023

Dear Readers, the wait is over! After a relaxing sabbatical I am now back and ready to dive back into...

Read moreDetails

Esport Law Webinar/Q&A – Free of Charge

Positive reviews may be reviewed and deleted if necessary
7. November 2022

By popular demand over the past few weeks, I will once again be hosting a webinar or Q/A (so you...

Read moreDetails
ChatGPT and lawyers: recordings of the Weblaw launch event
Law on the Internet

Private AI use in the company

24. October 2025

Private accounts on ChatGPT & Co. for corporate purposes are a gateway to data protection breaches, leaks of secrets and...

Read moreDetails
Lego brick still protected as a design patent

App purchases, in-app purchases and sales tax

21. October 2025
dsgvo 1

What belongs in a DPA? Data processing agreement in accordance with Art. 28 GDPR

17. October 2025
Smart contracts in the insurance industry: contract design and regulatory compliance for InsurTech start-ups

Contract for work vs. service contract in software, AI and games projects

15. October 2025

Influencer contract: performance profile, rights/buyouts, labeling and AI content

13. October 2025

Podcastfolge

d5ab3414c7c4a7a5040c3c3c60451c44

The metaverse – legal challenges in virtual worlds

26. September 2024

In this fascinating episode, we dive deep into the legal aspects of the metaverse. As a lawyer and tech enthusiast,...

Read moreDetails
8ffe8f2a4228de20d20238899b3d922e

Web3, blockchain and law – a critical review

26. September 2024
legal challenges when implementing confidential computing data protection and encryption in the cloud

Smart contracts and blockchain

15. January 2025
75df8eaa33cd7d3975a96b022c65c6e4

Life as an IT lawyer, work-life balance, family and my career

26. September 2024
d00527fd01b1f807a4f80c0f202069e7

Legal basics for startup founders – how to start on the safe side!

9. November 2024

Video

My transparent billing

My transparent billing

10. February 2025

In this video, I talk a bit about transparent billing and how I communicate what it costs to work with...

Read moreDetails
Fascination between law and technology

Fascination between law and technology

10. February 2025
My two biggest challenges are?

My two biggest challenges are?

10. February 2025
What really makes me happy

What really makes me happy

10. February 2025
What I love about my job!

What I love about my job!

10. February 2025
  • Privacy policy
  • Imprint
  • Contact
  • About lawyer Marian Härtel
Marian Härtel, Rathenaustr. 58a, 14612 Falkensee, info@itmedialaw.com

Marian Härtel - Rechtsanwalt für IT-Recht, Medienrecht und Startups, mit einem Fokus auf innovative Geschäftsmodelle, Games, KI und Finanzierungsberatung.

Welcome Back!

Login to your account below

Forgotten Password? Sign Up

Create New Account!

Fill the forms below to register

All fields are required. Log In

Retrieve your password

Please enter your username or email address to reset your password.

Log In
  • Informationen
    • Ideal partner
    • About lawyer Marian Härtel
    • Quick and flexible access
    • Principles as a lawyer
    • Why a lawyer and business consultant?
    • Focus areas of attorney Marian Härtel
      • Focus on start-ups
      • Investment advice
      • Corporate law
      • Cryptocurrencies, Blockchain and Games
      • AI and SaaS
      • Streamers and influencers
      • Games and esports law
      • IT/IP Law
      • Law firm for GMBH,UG, GbR
      • Law firm for IT/IP and media law
    • The everyday life of an IT lawyer
    • How can I help clients?
    • Testimonials
    • Team: Saskia Härtel – WHO AM I?
    • Agile and lean law firm
    • Price overview
    • Various information
      • Terms
      • Privacy policy
      • Imprint
  • Services
    • Support and advice of agencies
    • Contract review and preparation
    • Games law consulting
    • Consulting for influencers and streamers
    • Advice in e-commerce
    • DLT and Blockchain consulting
    • Legal advice in corporate law: from incorporation to structuring
    • Legal compliance and expert opinions
    • Outsourcing – for companies or law firms
    • Booking as speaker
  • News
    • Gloss / Opinion
    • Law on the Internet
    • Online retail
    • Law and computer games
    • Law and Esport
    • Blockchain and web law
    • Data protection Law
    • Copyright
    • Labour law
    • Competition law
    • Corporate
    • EU law
    • Law on the protection of minors
    • Tax
    • Other
    • Internally
  • Podcast
    • ITMediaLaw Podcast
  • Knowledge base
    • Laws
    • Legal terms
    • Contract types
    • Clause types
    • Forms of financing
    • Legal means
    • Authorities
    • Company forms
    • Tax
    • Concepts
  • Videos
    • Information videos – about Marian Härtel
    • Videos – about me (Couch)
    • Blogpost – individual videos
    • Videos on services
    • Shorts
    • Podcast format
    • Third-party videos
    • Other videos
  • Contact
  • en English
  • de Deutsch
Kostenlose Kurzberatung