Form requirements for commercial rental law are reduced!
From January 1, 2025, the conclusion and changes of long -term commercial space rental contracts are no longer subject to the strict types of written form according to § 550 sentence 1 BGB. Instead, compliance with the text form will be sufficient in the future. Appropriate contracts can then also be concluded or changed by email.
1. Current legal status
a) Former requirement
The conclusion and the subsequent change in rental contracts are generally possible. Something else applies in accordance with § 550 BGB for rental relationships that are firmly closed for a longer time than a year. If these are not closed in writing, they are considered to be closed for an indefinite period, so that they can be terminated even before the end of the festive term agreed between the parties in compliance with the statutory notice periods.
According to the constant case law of the BGH, the written form of a rental agreement within the meaning of Section 550 of the German Civil Code is only preserved if the agreement required for the conclusion of the contract about all essential contractual terms, in particular on the rental object, the rent as well as the duration and the parties of the tenancy, arises from a document signed by both parties. Nothing else applies to changes in the contract than to the original contract. You must therefore also meet the written form of § 550 BGB, unless these are insignificant changes. If the parties agree on an area expansion, for example, or adapt the contractually agreed rent without assessing this in a consecutive addendum to the rental agreement, this represents a lack of written form within the meaning of Section 550 of the German Civil Code with the above -mentioned legal consequences.
b) Practical consequences and criticism
in particular commercial rental relationships are usually completed due to the planning security desired by both parties and the considerable investment costs for first construction for a fixed term of up to ten years or more. During this festive runtime, the tenancy can generally only be terminated for an important reason, unless there is a violation of written form, because the parties, for example, have only made an essential contract agreement by email without subsequently documenting this in a supplementary supplement.
Against this background, the written form requirement in § 550 BGB has long caused discussions and uncertainties in the practice of tenancy law. Originally, the regulation was intended as a protective mechanism in order to ensure the transparency and traceability of long -term rental contracts for the property purchaser, which in accordance with § 566 BGB Kraft law entered an existing tenancy. In practice, however, she often served as a back door for an early termination of the contract. Especially in the area of commercial space rental contracts, to which Section 550 BGB is used on the basis of the corresponding reference in Section 578 (1) of the German Civil Code (BGB), contracting parties use advanced written formal violations as a means in order to dissolve early -term long -term bonds early. This leads to a considerable risk of termination and uncertainties for both contracting parties, which are hardly understandable for the layperson, especially in the age of digitization, in which correspondence is almost exclusively by email.
2. Downgrading the written form to the text form
With the fourth bureaucracy relief law (BEG IV) announced on October 29, 2024, which aims to relieve companies and administrations through the reduction of bureaucratic requirements, the previously applicable written form for commercial rental relationships was reduced to the less strict text form. This change was implemented in accordance with Art. 14 BEG IV by removing the reference to § 550 BGB in Section 578 (1) sentence 1 of the German Civil Code and Section 578 (1) BGB was supplemented by an additional sentence that reads as follows:
"Section 550 is to be applied with the proviso that a rental agreement that is not concluded in text form for a long time is not concluded for a long time."
With the introduction of the text form, the mandatory necessity of a self -handed signature is therefore no longer necessary. Instead, contract changes and agreements can also take place in less formal ways, for example by email or electronic document and also without qualified signature. Finally, the text form according to § 126b BGB only requires that the declaration is written in writing and the sender is clearly recognizable. This creates more flexibility and enables the parties to capture agreements faster and easily.
3. Entry into force and transitional arrangement
The new regulation comes into force in accordance with Art. 74 Para. 1 BEG IV from 01.01.2025, so that the text formal requirement "only" applies to all rental relationships that are closed for a longer period of time than a year.
For contracts that were concluded before 01.01.2025, the previous written form requirement applies in accordance with the new version of Art. However, if a contract change is made from 01.01.2025, the new version of § 578 BGB must be applied to the entire lease from this change of change.
This means that the contracting parties will be able to refer to a lack of written form from an "old contract" by 01.01.2026 at the latest, provided that they have not agreed on no change or supplement of this contractual relationship from 01.01.2025. If a party wants to rely on a (old) tenancy on a violation of the written form, it must ensure that the termination of the other party is concerned before 01.01.2026.
