1. What types of company can be formed in Austria?
The following are recognised as legal forms of company in Austria:
Partnerships / Personengesellschaften:
- Non-trading partnership / Gesellschaft bürgerlichen Rechts
- General partnership / Offene Gesellschaft (OG)
- Limited partnership / Kommanditgesellschaft (KG)
- Silent partnership / Stille Gesellschaft
Corporate enterprises / Kapitalgesellschaften:
- Limited liability company / Gesellschaft mit beschränkter Haftung (GmbH)
- Joint stock company / Aktiengesellschaft (AG)
The limited liability company (GmbH) is the most common form of business in Austria.
2. What is the minimum share capital for each company type in Austria?
For partnerships, no minimum capital is necessary.
For corporate enterprises, minimum capital is dependent on the business type:
- Limited liability company (GmbH): 35,000 EUR is the minimum share capital, with at least 17,500 EUR paid up in cash. (For a new start-up GmbH, this is reduced to 10,000 EUR for the first 10 years following registration, with at least 50% paid up in cash.)
- Joint stock company (AG): 70,000 EUR is the minimum share capital, 25% of which must be fully paid up in cash.
3. Are there any requirements relating to company management in Austria?
The management of partnerships is usually conducted by the partners.
A limited liability company (GmbH) must have at least one managing director.
A joint stock company (AG) has a board of management that heads the company, consisting of one or more persons.
4. What documents are required for company formation in Austria?
The least stringent requirements apply to non-trading partnerships, which can be founded completely free of form.
All partnerships can be founded by concluding the Articles of Association.
To found a corporate enterprise in Austria, local and foreign investors must provide the following set of documents:
- passports or ID copies, which must be notarized, depending on the shareholders’ nationality;
- the company’s statutory documents which are comprised of the Memorandum and Articles of Association;
- proof of the local address for the company in Austria (for example, a lease contract);
- information about the company’s managers or directors, such as the passport or ID copies;
- information about the share contribution of each shareholder.
The business owners must also open a bank account where the initial share capital will be deposited.
The documents mentioned above must be filed with the Austrian Commercial Register (Firmenbuch) in order to obtain a Certificate of Incorporation. The company must then register for tax and VAT purposes.
5. What is the company registration process in Austria?
Registration in the Austrian Commercial Register (Firmenbuch) is mandatory and requires the company founder/s to submit notarized signatures, a declaration of the submission of capital contributions, with a bank statement, and the Articles of Association.
For general partnerships (OG) and limited partnerships (KG), a certificate of a public notary is required for registration with the commercial register.
Registration is not required for non-trading partnerships.
6. Are details of company ownership public in Austria?
All company types, except for non-trading partnerships, are registered in the Austrian Commercial Register (Firmenbuch) and are publicly disclosed.
The ownership of company shares shall be filed in the register and will be publicly disclosed.
7. Can a foreign individual or company own shares in a Austrian company?
Company shareholders may be natural persons or legal entities, and can be Austrian or foreign (both EU citizens and third-country nationals) as long as the documentation requirements of the Anti-Money Laundering Act are met.
8. What is the corporate tax rate in Austria?
The corporate tax rate in Austria is currently 25%, but there are talks about reducing it to 20% in the future.
9. What are the rules for issuing dividends from Austrian companies?
A company can issue dividends to shareholders from any free equity after the first annual company statement is filed.
However, if required, the company’s statutory documents can determine a different type of profit distribution.