When a foreign investor comes in Austria with a clear thought of investing in a new company, he must be aware of all types of companies that are available. Only after analyzing all the structures, he can decide about setting up a company in Austria.
Our company formation agents in Austria can offer more information on all the types of companies available for incorporation in this country.
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The main buisness forms in Austria
Here are the main types of companies that can be incorporated in Austria:
- The Austrian private limited liability company (GmbH)
This is the most popular type of business in Austria, especially due to its flexibility. In order to set up a limited liability company in Austria, a minimum share capital of EUR 35,000 has to be provided and 50% of this sum has to be deposited in a bank account prior to company registration in Austria. No requirements regarding nationality or residency are made for shareholders, but their minimum contribution is EUR 7,000 each.
- The Austrian stock corporation (AG)
One or more shareholders can establish this type of company in Austria provided that they have at least EUR 70,000 as an initial investment. A stock corporation in Austria must have a supervisory board with at least three members. The company is regarded as a legal entity, therefore it is liable for its obligations.
- Open a (general) partnership (OG)
At least two individuals or legal entities can join and form a partnership in Austria. It is also the case of the general partnership. All members in a general partnership have full liability and are regarded as general partners. However, at least one member must prove his competence in the field of activity that the company has.
- The Austrian limited partnership (KG)
This type of partnership can be set up by at least two individuals or legal entities as well. The partners represent the company in all matters. Its main characteristic is that at least one of the partners has to be a general partner, with full liability for the company’s management, rights, and obligations. At the same time, at least one partner has to have limited liability to the extent of his contribution.
- The Austrian silent partnership (stGes)
Silent partnerships in Austria mean that one member is the proprietor with full liability, while the other partners who signed the agreement are silent and, as a consequence, do not take part in the management of the company. It is important to know that registration of silent partnerships with the Austrian Trade Register is not compulsory.
- The civil law partnership (GesnbR)
This type of partnership is not considered a legal entity. For that matter, it is only recommended for individuals or corporations that want to be part of a project only for a limited amount of time. The incorporation procedure is the simplest.
- The sole proprietorship in Austria
The simplest business form which can be established in Austria is the sole trader. This can be created by one person. Foreign citizens can open sole traders in Austria only after obtaining a residence permit. They will also be personally liable for the business’ debts and obligation, which is why this type of structure is seldom employed in Austria. The sole trader is most suitable for professional activities, such as accounting and medical ones.
The sole proprietorship is also subject to various licensing requirements just like the other types of Austrian companies.
Foreign companies operating in Austria
Foreign companies have three options when setting up their business presence in Austria: the subsidiary, the branch office, and the representative or liaison office.
The subsidiary is an independent business form of the foreign company which can undertake various types of activities in Austria. It can also complete activities outside the scope of the foreign company. The subsidiary can be created as a limited liability company in Austria.
The branch office, on the other hand, is an extension of a foreign company in Austria which means it cannot complete other activities than those of the parent company. Also, from a taxation point of view, the branch office will be taxed only on the income earned in Austria.
The representative office is not a legal entity, as it cannot undertake commercial activities in Austria. Foreign companies usually establish liaison offices with the purpose of prospecting the market before opening one of the types of companies mentioned above.
The European Company in Austria
One of the employed types of companies in Austria is the European Society which can be set up by those who are residents of the European Union or European Economic Area. This business form resembles the limited liability company and must not comply with other requirements, which is why it is very advantageous for persons and companies domiciled in one of the European states located in two areas.
If you are interested in this legal entity, our local consultants are at your service with tailored guidance and assistance in registering it.
Steps to open a company in Austria
The procedure of setting up a business in Austria depends on the types of entity selected. In the case of sole traders and partnerships, the process is simple and requires a few steps, among which drafting the paperwork, which implies and application form in the case of the sole proprietorship and the partnership agreement for the other type of legal form.
In the case of companies, such a private and public enterprises, branch offices and subsidiaries, the following steps need to be completed:
- trading name reservation is the first step to be completed;
- ensuring the company has a legal address is also mandatory;
- drafting the Articles of Association having them notarized;
- filing the paperwork with the local office of the Trade Register;
- obtaining tax and VAT numbers with the local tax office;
- filing for the necessary business permits and licenses, where applicable.
If you want to open a company in Austria and need assistance, our specialists are at your disposal with various services. We can handle the entire company registration procedure based on a power of attorney.
Documents required to open a company in Austria
Apart from the sole proprietorship and the representative office, all the other types of companies will need to prepare the following documents for operating in Austria:
- – the Austrian’s company incorporation documents which must be notarized before submission with the Trade Register;
- – the legal address for the company, the address can be in any business center in Austrian cities;
- – the personal information – identification papers – of the shareholders and directors;
- – the declaration through which the directors are appointed and their consent to taking their role;
- – the company name reservation form which is issued by the Austrian Trade Register.
All these documents must be filed when registering a company in Austria and our local consultants can help with their preparation and submission with the Companies Registrar.
Trading name reservation based on company type in Austria
According to the Company Act, local and foreign investors benefit from the same business registration procedures and can set up any type of Austrian companies as long as they respect the requirements imposed for each legal entity.
The first step related to opening an Austrian company is to choose and reserve a business name which must be unique. Special requirements must be respected by foreign companies operating through branch offices, as in their case the branch must bear the same name as the parent company. Usually, there are no problems from this point of view, however, foreign companies that have registered their names as trademarks have had no problems. As a matter of fact, the tendency now is for companies to protect their names through trademarks.
Our advisors can perform trading name due diligence in order to ensure a smooth business incorporation procedure no matter the type of company you decide for in Austria.
Business licensing in Austria
Not all types of companies in Austria require business licenses, however, there are certain industries in which these are mandatory and the procedure of obtaining them can be quite lengthy.
Among the operations that need licenses and permits are import and export, finances, and telecommunications. These are regulated by specific authorities that may also impose specific share capital requirements, such is the case of banks and insurance companies that are regulated by the Austrian National Bank.
If you need assistance in such matters, our Austrian company formation officers can help you.
Aspects to consider when choosing the type of Austrian company to open
While local entrepreneurs know the local market and can make their decisions sooner, foreign investors are usually recommended to research the business environment, the region they want to operate and choose the best city to set up their companies. From these points of view, the expertise of our agents can be very useful, as we can provide detailed information on suitable types of companies, time, and cost of incorporation.
When choosing between the main types of companies in Austria, the most important aspects are:
- – the complexity of the formalities to complete;
- – the capital needed to set up the company (apart from the share capital imposed by the law);
- – the necessary licenses to obtain based on the industry to operate in.
Our advisors can help in registering any type of Austrian company.
Taxation of companies in Austria
Irrespective of the business form one chooses to incorporate, all corporations are subject to tax and annual reporting requirements. Our team assists company owners with accounting and bookkeeping services, the preparation of the annual (audited) financial statements, payroll processing and management, invoicing and more. You can reach out to our accountants in Austria for more details.
Here are the main tax aspects related to opening a company in Austria:
- – the standard corporate tax rate is 25% and it applies to local and foreign companies;
- – a 25% withholding tax on dividend applies to non-resident companies;
- – tax declarations must be filed in electronic format each year by June 30th;
- – VAT registration becomes mandatory once a business exceeds an annual turnover of 30,000 euros;
- – the VAT is levied at a standard rate of 20%, and returns must be filed on a monthly basis.