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Austria company incorporation: forming a GmbH

Company Incorporation Guide

Austria company incorporation: forming a GmbH

Applicable country/region: AT - Austria

Published: Updated:
  • Written by our advisory team
  • Austria rules and requirements
  • Checked against official sources

Guide overview

What to decide, and in which order

Austria company incorporation creates a GmbH, which becomes a legal entity only with its entry in the Commercial Register (Firmenbuch). A Gesellschaft mit beschränkter Haftung (GmbH), a limited liability company, is formed, as a rule, through a notarial deed in German. The first decision is whether to start a business in Austria through a GmbH or a branch of a foreign company. The next questions are what the founders' file must prove before the notary appointment and why the cash contribution falls between deed and filing. After the entry come tax registration, a trade license and the filings that follow. Each step of company formation depends on the one before, so the registration process works best as one sequence.

Austria company incorporation or a branch office: which one fits

COMPANY TYPES

Austria company incorporation or a branch office: which one fits

For a founder or foreign group starting out in Austria, the usual comparison is between a GmbH and a branch of an existing foreign company. A branch can suit an established group that mainly needs a presence, but it is not a local company: it remains legally part of the foreign company, so the head office stays directly tied to the Austrian operation. The GmbH is a separate Austrian legal entity with its own contracts and tax records, and a format that banks, suppliers, investors and public authorities already recognize. Foreign individuals and companies can own it without an Austrian partner, which is why it is usually the first structure to consider for a business of its own there.

Reading the company types

Rows cover ownership, shareholder and director rules, capital and notes for each company type.

Austria GmbH Basic Information

Ownership:
Private Ownership
Limited Liability:
Positive
Publicly Participates In Capital Market:
Negative

Austria GmbH Shareholder / Director / Secretary Requirements

Requirements For Shareholders:
Minimum one shareholder
Requirements For Directors:
Minimum one director
Legal Representative Not Mandatory:
Negative
Local Directors Not Mandatory:
Positive
Local Secretaries Not Mandatory:
Positive

Austria GmbH Registered Capital Requirement

Minimum Registered Capital Requirement:
10,000 euros
Capital Injection Not Required:
Negative
Capital Injection Requirement:
A minimum paid-in capital of €5,000 in cash before the application for registration.

REQUIRED DOCUMENTS

What the founders' documents have to establish

The incorporation documents serve the notarial deed first and the Commercial Register filing second, so they need to be complete before the notary appointment. That is also the point to confirm whether foreign documents need an apostille or other legalization. A gap found later becomes a correction that holds the filing up. For an individual shareholder or director the file establishes who the person is and where they live. More is required of a corporate shareholder. The file has to prove the parent company's identity, the chain of authority that lets someone sign for it, and the ownership structure down to the people behind it. That matters most for a foreign company opening an Austrian subsidiary.
What the founders' documents have to establish

Reading the documents

Rows are document types grouped by who provides them; each entry ends with its process and format.

Natural Person Shareholders & Directors's Required Documents

Passport:
Full scan copy of the passport of the company director and UBO.
Process: Not ApplicableFormat: Scan Copy
ID Card:
Scan copy of the ID Card of the company director and UBO. Must be sworn translated into German if the original document is not in English or German.
Process: Not ApplicableFormat: Scan Copy
Proof of Address:
Two utility bill dated within the last three months. Must be translated to German if the original document language is not German or English.
Process: ApostilleFormat: Scan Copy
Power of Attorney:
Power of Attorney (document provided by our company); German translation + German notarization + Apostille is required; or the shareholder/legal representative can personally go to Austria for certification.
Process: ApostilleFormat: Physical Copy

Legal Entity Shareholders's Required Documents

Passport:
The passport of the legal representative of the holding company and the shareholder holding more than 25% of the shares needs to be translated into German, notarized in German, and apostilled; or the shareholder/legal representative personally goes to Austria for certification.
Process: Not ApplicableFormat: Scan Copy
Proof Of Registration / Business License:
The company's business license; requires German translation + German notarization + Apostille; or shareholders/legal representatives personally go to Austria for authentication.
Process: ApostilleFormat: Scan Copy
Company Bylaw:
The company's articles of association of the holding company; German translation + German notarization + Apostille are required; or shareholders/legal persons themselves need to go to Austria for certification.
Process: ApostilleFormat: Scan Copy
Power of Attorney:
Power of Attorney (document provided by our company); German translation + German notarization + Apostille is required; or the shareholder/legal representative can personally go to Austria for certification.
Process: ApostilleFormat: Scan Copy
Why the capital is paid before the register entry

REQUIREMENTS AND ESTIMATED COST

Why the capital is paid before the register entry

The minimum share capital condition is about order, not eligibility: a GmbH is not registered first and funded afterwards. Once the deed is signed, the cash contribution goes into an account of the company or its managing directors at a bank in Austria or elsewhere in the EEA, or into the recording notary's trust account (Anderkonto). It must be there before the Commercial Register filing starts, because the registration needs proof of that payment, filed together with the registered address. That puts the bank's own review and an accurate payment reference inside the incorporation timetable. At the signing, a signatory who does not understand German may need a court-sworn interpreter, because the deed is a notarial act in German.

Reading the requirements

Base cost is the service and government fees; each requirement shows if it is included and what solving it costs; the estimate adds them up.

Base Cost

Service Fee:
EUR 2,475

Requirements

Bank Account Opening: Must deposit capital before company incorporation.

To incorporate a company in Austria, registered capital must be deposited into the company's bank account before incorporation. If you are unable to open a bank account in Austria before incorporation, you can use TKEG Expat™ (DE)'s company deposit escrow service.
Included: No · Solution availableEstimated Cost: EUR 550
Registered Address: Austrian Company Registered Address

To incorporate the Austria GmbH company, you must have a Registered Address in Austria. If you do not have a Registered Address, you can purchase the Registered Address from TKEG Expat™ (DE).
Included: No · Solution availableEstimated Cost: EUR 1,225 – 1,375
Nominee Director: The Director of the Austrian company must obtain EU residency

To incorporate an Austrian company, the Director must have an EU residency. If the Director does not have an EU residency, you can use TKEG Expat™ (DE)'s Director Nominee service.
Included: No · Solution availableEstimated Cost: EUR 850 – 1,675
Other Services: The Director of the Austrian company must speak German during the drafting of the contract

To incorporate an Austrian company, the Director must speak German during the drafting of the contracts. If the Director does not speak German, you can use TKEG Expat™ (DE)'s Sworn Interpreter service.
Included: No · Solution availableEstimated Cost: EUR 675

Estimated Cost

Estimated Cost:
EUR 2,475 – 6,750
Check Eligibility And Calculate Price

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TAX

The tax steps the register entry does not cover

Entry in the Commercial Register does not register the company for tax. The tax number, and a VAT identification number where the activity calls for one, are applied for from the tax office, Finanzamt Österreich (FAÖ), as a separate step after registration. The company has to notify that office within one month of starting business. For a new GmbH the figure that matters first is often the minimum corporate income tax, since 2024 generally EUR 500 a year, which is owed even before the company makes a profit. Hiring a skilled workforce brings legal requirements: an employee has to be registered with social security before the first day of work, so hiring dates need planning before anyone starts.
The tax steps the register entry does not cover

Reading the tax data

Rows cover corporate income, withholding, value-added and capital gains tax, plus effective rates, for each jurisdiction.

Corporate Income Tax (CIT)

General CIT Rate:
23 (since 2024; 25% up to 2022, 24% in 2023)
CIT Return Due Date:
Usually: June 30 of the next year; if submitted by a registered tax advisor: March 31 of the second year.
CIT Payment Due Date:
The final settlement should take place after the annual assessment (payment should be due one month after the assessment).
CIT Estimated Payment Due Date:
Installment payments by quarter.

Withholding Tax (WHT)

Resident Withholding Tax (Dividend/Interest/Royalty):
0 or 23/ 0 or 23/ 0
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
23/0/20

Value-Added Tax (VAT)

General VAT Rate:
20
Learn More Value-Added Tax (VAT)

Capital Gain Tax (CGT)

General Capital Gain Tax Rate:
Capital gains are subject to the normal corporate income tax rate constraints.

Effective Tax Rate (ETR)

Composite Effective Average Tax Rate:
22.91%
Composite Effective Marginal Tax Rate:
21.96%

Conclusion

What follows the Commercial Register entry

A GmbH with a corporate shareholder must report its beneficial owners to the Register of Beneficial Owners within four weeks of the company's first entry. The Federal Ministry of Finance (BMF) keeps that register under the Beneficial Owners Register Act (WiEReG). Each year, compliance includes filing annual financial statements with the Commercial Register court. If the account that received the capital is not meant for daily business, open a corporate bank account. As a rule, business activity needs a trade license (Gewerbeberechtigung), and every GmbH that carries on a trade must appoint a trade-law managing director. Whether the trade is free or regulated decides what that person has to prove, so settle early which trade the company will carry on.

About Austria
Jurisdiction Overview

About Austria

An EU member in Central Europe, Austria offers European market access and is a popular choice for multinational European headquarters; Vienna hosts UN agencies.

View Complete Information

Frequently Asked Questions

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