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Austria.
Where Your Profits Grow Sky High.

Founding a GmbH (Ltd.) in Austria

Shareholders' Agreement

  • Drawing up and signing of the shareholders’ agreement, in case of a one-man company a “declaration of establishment” (notarial deed)

  • Appointment of managing director(s) (shareholders’ resolution with notarised signature(s))

  • Cash contribution/non-cash capital contribution (minimum nominal capital € 35,000, at least € 17,500, to be paid in cash upon formation)

  • Opening of the company’s bank account and payment of the cash contribution

  • Payment of capital transfer tax: since 1.1.2016 no longer applicable

  • Application according to the Business Startup Promotion Act (“Neugründungs-Förderungsgesetz”), if applicable

Entry in the Companies' Register

Application to the Company Register Court

  • Application for entry in the Companies Register, signed by all managing directors with signatures attested, including:

  • Shareholders’ agreement, notarized copy

  • Shareholders’ resolution on the appointment of the managing director(s), in attested form (unless the appointment was made in the shareholders’ agreement

  • Specimen signature statement(s) by the managing director(s), in attested form

  • Evidence of payment of the cash contribution (declaration by the managing directors pursuant to Section 10 GmbHG and bank certificate)

  • Evidence on the payment of the capital transfer tax

Registration of the Trade Announcement of the Appointment of the Managing Director under the Trade Law

  • Notice to the District Administration
  • Extract from the Companies’ Register

  • Declaration(s) on the non-existence of reasons for exclusion from the trade or forbearance of the exclusion from the trade:

    • Section 13 GewO (Industrial Code) Declaration for legal entities (also for a parent company holding an interest of more than 50%)
    • Section 13 GewO (Industrial Code) Declaration for natural persons (managing directors under commercial law and persons with significant influence).
  • Section 39 GewO Declaration for managing directors under trade law (adequate occupation in the enterprise, authority)

  • Identity document of each managing director under commercial law and trade law, for inspection (residence registration certificate when the usual residence is outside Austria; police certificate from the home country)

  • Accurate designation of the trade

  • Exact location where the trade is exercised (place, street name, house number)

  • Evidence of citizenship of the trade-law managing director

  • Residence permit of the trade-law managing director (unless EEA or Swiss citizen), and evidence of the residence in Austria or in an EEA contracting state

  • If required: evidence of employee status of the trade-law managing director (registration with the regional health insurance fund)

  • If required: certificate of professional competence of the trade-law managing director

Notice of Business Operations to the Revenue Authorities and Registration of Employees

  • A private limited company is subject to corporate income tax and value added tax. After registration in the Companies Register, the company has to apply for a tax identification number.

  • Corporate tax payable by a private limited company: 25% on taxable profits, regardless of whether the profit is distributed to the shareholders

  • In the absence of profits, a minimum corporate income tax of € 437.50 per quarter has to be paid

  • Taxation at shareholders’ level: total taxation of profits distributed to shareholders up to 25%

  • Social security: Registration of the employees with the competent social insurance institution is required prior to the commencement of their work.

  • Start of Business Operations

For more information about how to start your business in Austria have a look at our brochures

open business in austria pdf

Our brochures provide detailed information on company formation, tax & legal aspects in Austria.

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Find the perfect location for your company

Vienna’s unique location at the heart of Europe makes it an important centre and very popular with the global pharmaceutical and biotechnology industry. Vienna is where Eastern Europe meets Western Europe. Businesses located at this international hub benefit from well-established infrastructures and highly-qualified professionals. The significant growth in the Life Sciences sector in Vienna over the last few years is an indicator of the momentum in the industry.

ABF Pharmaceutical Services

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