Asset class
Crowdinvesting in Germany
Most German crowdinvesting positions are structured as subordinated loans (Nachrangdarlehen), not shares. The investor holds a contractual claim against the issuing company, ranked behind other creditors in insolvency. That subordination clause, not the platform's dashboard, decides whether and when a claim can actually be paid. Understanding which instrument was signed comes before any question of recovery.
Register and custody layer
Shares in a German GmbH are recorded in a shareholder list held at the Handelsregister. A subordinated loan claim is not. There is no equivalent public register for the crowdinvesting position itself. The platform's internal ledger is the operative record of who holds what, and that ledger is a private database, not a court-maintained register. Confirming who else holds claims against the same issuer, and in what order, depends on documents the platform issued, not on a public lookup. Custody arrangements vary by platform and need to be checked case by case, not assumed from the marketing material at subscription.
The document rarely handed over
Investors typically see a summary of terms on the platform interface: rate, term, headline risk warning. What they rarely receive in full is the exact subordination wording in the signed loan agreement, the clause that specifies which insolvency events block repayment and for how long. That wording, not the summary page, determines whether a claim is payable at all once the issuer is in distress. A pre-deal review has to start from the signed contract, not the platform's product description. How ownership in crowdinvesting is actually recorded sets out why that distinction matters before money moves, not after.
What belongs in a pre-deal report
A factual report on a German crowdinvesting position should confirm, at minimum:
- The exact instrument type signed, not the label used on the platform page.
- The full subordination clause and its insolvency triggers, in the original document.
- Whether the platform acted as arranger, paying agent, or held any custody role.
- Whether documents originating outside Germany carry apostille legalization where cross-border use is required.
- The current status of scheduled payments against what the contract actually promised.
Germany has ratified the Apostille Convention, with a reservation and notification on file, in force since 13 February 1966, which is relevant where underlying documents were issued abroad and need to be used against a German counterparty [N409].
Where a payment has already been missed or refused, reviewing the default itself is a separate step from reviewing the instrument, and a paid initial assessment is where both are checked against the signed file before anything is sent to the other side. It does not estimate an outcome. It establishes what the documents actually say. See the crowdinvesting and platform debt overview for how this asset class is treated across jurisdictions.