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Global Mobility Insights - Frühling / Spring 2023 Opening of a bank account and payment of the share capital. Resolution on the appointment of the managing director. Application for registration with the Commercial Court, enclosing the following documents: Notarial certification of the signatures of all managing directors Partnership agreement in notarial form List of shareholders List of managing directors Resolution on the appointment of the managing director Sample drawings of the managing directors Bank confirmation of the cash contributions made (at least 50% of the minimum share capital, i.e., EUR 17,500) in accordance with § 10 GmbHG. Possible expert opinion of the Chamber of Commerce on the company name If necessary, obtain authorisation to carry on a particular activity under the Trade Regulation Act and appoint a managing director under trade law. Registration with the tax office (VAT and corporate income tax) and registration of Employees. a partnership: Through A partnership has at least two partners who conclude a partnership agreement with each other, which can also be concluded orally. The name/company name can be freely chosen. Companies to be entered in the commercial register must bear a corresponding legal form suffix (such as OG, KG or GmbH & Co KG). A distinction is made between the following partnerships: Open Society (OG) Limited partnership (KG) GmbH & Co KG Civil law partnership (GesbR) The OG, KG and GmbH & Co KG only come into existence upon entry in the commercial register. The partners are all liable personally, jointly and severally and without limitation (exception: the limited partner with limited liability in a limited partnership is only liable with the liable capital contribution). The trade licence is obtained by registering with the trade authority. 32 convinus.com
Global Mobility Insights - Frühling / Spring 2023 Further necessary steps are the notification of the commencement of business at the tax office, the application for a tax number to fulfil tax obligations and the registration of any employees with the social security authorities. The profits are allocated proportionately to the partners, must be included in the partner's personal tax return and are subject to the progressive tax rate. In the end, the choice of company form will depend on the expected income, the desired influence on the management, the possibility of financing through participation and the extent of liability. In principle, the formation of a legal entity will be more appropriate for higher expected income, not least because of the higher formation costs and for tax reasons (taxation of profits at 25% or taxation of distributions at 27.5%). We work together with notaries and lawyers and can therefore, together with our labour law expert, cover the entire package, from the formation (drafting of contracts, registration with the commercial register) to notification to the tax office, registration with the health insurance carrier and the drafting of service contracts. 1 5137900-0 +43 Contact: ARTUS Wien Stubenring 24 wien@artus.a A-1010 Wien artus.at 33 convinus.com
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