Setting up a Limited Liability Company (GmbH) in Austria

A Limited Liability Company in Austria is known as a Gesellschaft mit beschränkter Haftung or GmbH and it is the most popular option for foreign companies set up in Austria, because it is easy and simple to establish and run. High net-worth entrepreneurs who want to invest in Austria found the Austrian fiscal law favorable as far as the establishment of a limited liability company is regarded. A limited liability company in Austria is usually the form for small and medium sized businesses, but it cannot activate in the insurance area or political associations.  This type of company falls under the regulations of the Austrian Act on Limited Liability Companies.

Capital

The minimum share capital required for setting up a limited liability company in Austria is 35,000 EUR divided into shares of a minimum value of 70 EUR each. At least half of this amount which is the equivalent of 17,500 EUR has to be paid up in cash prior to registration of the company in the Austrian commercial register.

Shareholders

In order to establish a limited liability company in Austria, at least one founding shareholder is required. This type of company cannot issue shares. Shareholders’ meetings or general assembly must be held at the company’s registered office, unless it is otherwise mentioned in the articles of association. If there are several shareholders, they might agree on making decisions without meeting, but by written consent.

Management

Shareholders usually appoint the managing board in a limited liability company in Austria consisting of at least one managing director, but they might as well be mentioned in the articles of association. It is not forbidden for a shareholder to be a managing director and there are no requirements in terms of residence or citizenship. Directors can be removed by shareholders’ decision.

Control

It is not mandatory by law for a limited liability company in Austria to have a supervisory board, unless some requirements are met. A supervisory board is only necessary if the company has more than 50 shareholders or the number of employees in the limited liability company in Austria exceeds 300.

Other requirements

The limited liability company in Austria must have a registered office in Austria. Usually, the costs for establishing a GmbH in Austria depend in the amount of share capital. 

BridgeWest offers Company Registration in Austria