Plan your move

Setting up a company

An Austrian GmbH is formed before a notary and registered within about a week. For start-ups and employee equity, the FlexCo adds a more flexible share structure.

Plan your move

In short

  • A GmbH needs EUR 10,000 minimum capital, half of it paid in, articles in the form of a notarial deed and about one week for registration.
  • The FlexCo (since 2024) is the start-up variant, with non-voting enterprise-value shares for employee participation.
  • Corporate income tax is a flat 23%; the minimum corporate tax is EUR 500 per year for a GmbH or FlexCo, creditable against future tax.
  • Beneficial owners holding more than 25% go into a register that is no longer open to the general public: banks and other obliged entities search it freely, anyone else only on proof of a legitimate interest.
  • No shareholder or company-law director needs to be Austrian or resident in Austria; a licensed trade additionally needs a trade-law managing director based in Austria or elsewhere in the EEA.

Choosing a legal form

Almost every private company in Austria is a GmbH — a limited liability company with a small mandatory capital, one or more managing directors and shares that change hands by notarial deed. It is the default answer for an operating business, a holding vehicle or a family investment company, and every bank, landlord and counterparty knows how to deal with it. Partnerships exist and are tax-transparent, but for relocating families the choice is usually among the corporate forms below. Where a new company fits into the wider move — permits, payroll, the companies you already own — is mapped on the business and employment hub.

FormMinimum capitalDistinctive featuresTypically suits
GmbH EUR 10,000 (half paid in) Notarial formation and share transfers; simple governance with one or more managing directors Operating businesses, holdings, family vehicles — the default
FlexCo EUR 10,000 Non-voting enterprise-value shares up to just under 25% of capital; eased transfer formalities; authorised and conditional capital Start-ups, venture-backed companies, employee equity
AG (stock corporation) EUR 70,000 Mandatory supervisory board; freely transferable shares; stricter governance Large ventures and companies heading for the capital markets
Branch of a foreign company None No separate legal person; registered in the commercial register; non-EEA companies appoint a permanent representative resident in Austria Foreign companies operating in Austria without a subsidiary

Forming a GmbH, step by step

  1. Sign the articles before a notary

    The shareholders execute the articles of association as a notarial deed, which the notary may also record electronically by video link. Foreign shareholders can act through a specific notarised power of attorney, so no one has to travel for this step. A company formed by a single individual who is also its sole managing director can dispense with the deed altogether and be set up electronically through a bank.

  2. Appoint at least one managing director

    The shareholders resolve on the appointment and the director signs a specimen signature; both signatures are notarised. Directors need not be Austrian or resident in Austria — though a company carrying on a licensed trade must also appoint a trade-law managing director, who must be resident in Austria unless he or she is an EEA or Swiss national resident in the EEA or Switzerland.

  3. Pay in the capital and obtain the bank confirmation

    At least EUR 5,000 of the EUR 10,000 minimum capital is paid in and the deposit confirmed in writing — to an account with an Austrian bank or an EEA bank operating in Austria, or, where a company account cannot yet be opened, to the escrow account of the notary recording the deed, who releases it after registration. The money belongs to the company and can be spent on its business after registration.

  4. File with the commercial court

    The managing directors apply for registration in the commercial register (Firmenbuch) with notarised signatures, enclosing the deed, resolutions and bank confirmation.

  5. Registration — about one week

    With complete documents, the court registers the company in roughly a week. The GmbH exists as a legal person from registration; anyone can inspect its entry in the register.

  6. Tax number, beneficial owners, payroll

    After registration the company applies for a tax number and — if it will employ staff — registers as an employer before the first working day. A separate beneficial-ownership filing is needed only where the register cannot take the data from the commercial register: a GmbH or FlexCo whose shareholders are all natural persons is exempt and its owners are picked up automatically, unless someone else controls the company or shares are held on trust.

The FlexCo, the AG and branches

The FlexCo, available since 2024, was designed for the venture world. Its signature feature is the enterprise-value share: a non-voting class, capped at just under a quarter of the share capital, that participates in profits and in the proceeds of an exit. That makes it the natural vehicle for the start-up employee participation regime, under which qualifying share grants enjoy deferred taxation and a largely flat 27.5% rate. The FlexCo also loosens the GmbH's formalities: certain share transfers can be documented by a private deed drawn up by a lawyer or notary instead of a full notarial deed, and the company can create authorised or conditional capital to move quickly in a financing round. A GmbH can be converted into a FlexCo, and back, without liquidation.

The stock corporation (AG) plays in a different league: EUR 70,000 minimum capital, a mandatory supervisory board and governance built for anonymous shareholders. It is rarely the right first vehicle for a relocating family, but it is the form that listed and large companies take.

A foreign company that wants boots on the ground without a subsidiary can register a branch. The branch has no separate legal personality — the foreign company itself is liable — and it appears in the commercial register; companies from outside the EEA must appoint a permanent representative who is resident in Austria. Whether a branch or a subsidiary is better is usually a tax question as much as a legal one, treated under relocating your company.

Costs and ongoing obligations

Formation costs are modest. Beyond the paid-in capital, expect notarial and court fees plus professional advice — for a standard single-shareholder GmbH, all-in formation costs of roughly EUR 2,000 to EUR 5,000 are typical (indicative, as of 2026; complex shareholder agreements cost more). The court fees for the commercial register entry fall away for a genuine new business under the new business promotion rules, on a declaration confirmed by the Economic Chamber — a company that merely holds assets, or that continues a business its owner already ran, does not qualify. Once the company exists, it pays a minimum corporate tax even in loss years, credited against corporate income tax in profitable ones.

FormMinimum corporate tax per year
GmbHEUR 500
FlexCoEUR 500
AGEUR 3,500

Every company keeps double-entry books, prepares annual financial statements and files them with the commercial register, where they can be inspected. Small GmbHs file abridged accounts and need no auditor; an audit becomes mandatory as the company grows past the statutory size thresholds. A company that carries on a trade or business is automatically a member of the Economic Chamber and pays a modest levy, as is a registered holding company with at least one member subsidiary; a GmbH that only manages its own assets is not. Membership brings the collective agreements that govern any staff the company hires, as described under employment and executives.

Taxes after formation

Profits bear corporate income tax at a flat 23%, whether retained or distributed. Losses carry forward without time limit, though in any given year they can offset at most 75% of income. When profits are distributed, dividends to individual shareholders suffer 27.5% withholding tax — final for Austrian residents — while a corporate shareholder holding at least 10% takes the dividend free of withholding tax altogether. Below that threshold the company may withhold at 23% rather than 27.5%, and the tax is credited or refunded, because dividends from Austrian subsidiaries are free of corporate tax regardless of size; the international participation exemptions can shelter foreign dividends and even capital gains for qualified holdings of at least 10% held for a year. The mechanics, including the group taxation regime and the CFC rules, are set out under foreign income and companies.

An operating company will usually register for VAT (standard rate 20%) and, as soon as it hires, take on payroll withholding and the employer's share of social security. For the combined income tax picture of salary plus dividends from your own GmbH, the income tax rates page shows the bands and a worked example.

Transparency: registers you will appear in

Austrian corporate life is public by design. The commercial register shows the company's shareholders, directors and financial statements to anyone who asks. In addition, every company must identify its beneficial owners — natural persons holding, directly or indirectly, more than 25% of shares or voting rights, or exercising control by other means — and those owners are recorded in the beneficial-ownership register, either on the company's own filing or automatically from the commercial register.

Access to the beneficial-ownership register is no longer open to the general public: banks, lawyers, notaries and other obliged entities search it as part of their due diligence, and journalists, researchers, civil-society organisations and other applicants only on proof of a legitimate interest. Anyone planning an Austrian structure should still assume that their ultimate ownership of it will become visible to the counterparties who check, and weigh that early — privacy-sensitive families sometimes reach for a private foundation, whose beneficiaries can be named in a supplementary deed that is not filed with the commercial register, though the foundation must still report its founders, its beneficiaries and its board to the beneficial-ownership register.

Questions on this page

How long does it take to set up a GmbH in Austria?

Once the documents are prepared and the capital is paid in, registration in the commercial register usually takes about one week from a complete filing.

What is the minimum capital for an Austrian GmbH?

EUR 10,000, of which at least half — EUR 5,000 — must be paid in before registration: to an account with an Austrian bank or an EEA bank operating in Austria, or to the escrow account of the notary recording the deed. The paid-in amount is the company's money and can be used for its business.

Do I need to live in Austria to be a GmbH managing director?

No, company law imposes no residence requirement on managing directors or shareholders. Trade law does: a company carrying on a licensed trade must appoint a trade-law managing director resident in Austria, unless that person is an EEA or Swiss national resident in the EEA or Switzerland. Practical matters such as opening the bank account and dealing with authorities are easier with someone on the ground.

What is a FlexCo?

A company form introduced in 2024 for start-ups: the same EUR 10,000 minimum capital as a GmbH, but with non-voting enterprise-value shares of up to just under 25% of the capital for employees and simplified share-transfer formalities.

What taxes does an Austrian company pay?

A flat 23% corporate income tax on profits, with a minimum corporate tax of EUR 500 per year for a GmbH or FlexCo that is credited against future liability. Dividends to individual shareholders bear 27.5% withholding tax.

Considering a move to Austria?

Tell us where you stand — the country you are leaving, the shape of your family and your assets, and when you plan to move. We advise on the legal and tax consequences of relocating to Austria and coordinate with advisers in the country of departure.