The gGmbH: What It Controls
As a gemeinnützige Gesellschaft mit beschränkter Haftung, the gGmbH has:
- A defined management (Geschäftsführung) — the legal and financial decision-makers
- Shareholders / founders who hold responsibility but not ownership in the profit sense
- A Satzung (statutes) defining its mission and governance rules
- A duty to follow the principles of nonprofit benefit (Gemeinnützigkeit) and report to the Finanzamt
In the end, the Geschäftsführung is legally responsible for:
- Financial management
- Legal compliance
- Ensuring the organization’s purpose is fulfilled
Where Sociocracy Comes In
Sociocracy becomes the internal governance system by which decisions are made collectively before being carried out or formalized by the Geschäftsführung.
In this model:
- The legal structure remains accountable to the law
- The social and operational structure remains accountable to the people
- This creates a living loop between legal responsibility and collective wisdom.
A Practical Model for OST: Sociocracy as a Decision-Generating Engine
| Level | Role |
| Legal (gGmbH layer) | Registered managing directors carry legal responsibility and sign off on decisions. |
| Strategic Circle (Sociocracy layer) | “General Circle” (representatives of other circles) defines strategy, priorities, and proposals via consent. |
| Operational Circles | Self-organized groups (e.g., Food Systems, Infrastructure, Education) make decisions in their domains. |
| Bridge Role | One or more managing directors are also part of the General Circle — double-linked for accountability. |
Thus:
- Sociocratic circles create and consent to decisions
- The Geschäftsführung implements and signs off, unless legal concerns require revision
- When a proposal cannot be implemented legally or financially, the Geschäftsführung explains the constraint to the circle, and they revise together
Feedback Role of Sociocracy
Sociocracy becomes the internal radar system of the gGmbH. It tells the legal core:
- Where things are working or failing
- What the people (residents, contributors, workers) want and need
- How the organization is experienced from within
- What should be adjusted in strategy, budgeting, or operations
It ensures:
- Transparency from top to bottom
- Responsiveness to lived experience
- Shared ownership of the mission, without confusion of legal ownership
Example
Let’s say the Infrastructure Circle decides (with consent) to upgrade solar storage.
- They generate a proposal with costs and justification
- The General Circle reviews and consents
- The proposal reaches the Geschäftsführung, which:
- Verifies legal and financial feasibility
- Approves if compliant
- If there’s a problem (e.g., budget constraint), returns it with rationale
- The circle adjusts, or seeks external funding
This preserves legal integrity and collective intelligence — a resilient, feedback-driven governance loop.
We embed sociocracy into our Satzung and internal rules via:
- An appendix or annex stating: “All non-legal internal decision-making is carried out via sociocratic methods…”
- Clarify in the Rules of Procedure (Geschäftsordnung) how decisions move between circles and legal board
- Include a feedback protocol (e.g., “Quarterly reports from each circle feed into strategic planning”)
This builds a transparent and legally solid partnership between structure and community.
Summary
| gGmbH | Sociocracy |
| Legally accountable | Socially and operationally accountable |
| Centralized for responsibility | Distributed for wisdom and resilience |
| Required by law | Chosen by culture and purpose |
| Implements what’s decided | Co-creates what is to be done |
Sociocracy and gGmbH are not in conflict. Sociocracy is how the gGmbH can think, feel, and adapt — while remaining legally grounded.