Branches

Companies Register

The name of the branch must contain the name of the legal entity of the main establishment. It is permissible to add a suffix indicating the branch status (e.g. Tulln branch).

If a domestic company establishes a branch in Austria, it must be filed for registration in the Companies Register by the representative body of the main establishment. The competent Companies Register Court is the regional court (→ BMJ)^{German text} locally competent for the registered main establishment, in Vienna the Commercial Court Vienna (→ BMJ)^{German text}, in Graz the Regional Court for Civil Matters Graz (→ BMJ)^{German text}.

The application to the Companies Register Court, signed by the authorised representative body and certified by a court or a civil law notary, must contain:

• A certificate that the branch has actually been established
• Name of the branch
• Location
• The relevant business address for service of documents

Business licence

The competent trade authority for the location of the branch office must be notified that the business is exercised in a further place of business (branch) on the basis of the licence to trade held by the main establishment. If necessary, a separate business licence must be obtained if the branch office carries out different commercial activities than the main office.

Legal basis

• section 3 of the Firmenbuchgesetz (FBG)
• sections 46, 345 of the Gewerbeordnung (GewO)

The name of the branch of a foreign company in Austria must, in principle, contain the name of the legal entity of the main establishment or the registered office abroad. In addition, it is permissible to refer to the capacity as a branch (e.g. Austrian branch).

The branch of a foreign business in Austria must be filed for entry in the Companies Register by the body authorised to represent the business. The competent Companies Register Court is the regional court responsible for the branch (→ BMJ)^{German text}, in Vienna the Commercial Court Vienna (→ BMJ)^{German text}, in Graz the Regional Court for Civil Matters Graz (→ BMJ)^{German text}.

Procedure

The application to the Companies Register Court, signed by the authorised representative body and certified by a court or a cicil law notary, must contain the following information:

• A certificate that the branch has actually been established
• Name of the branch
• Location
• The relevant business address for service of documents
• Certified specimen signatures of the representative bodies of the foreign business
• Decision on the establishment of the branch in Austria
• Activities of the branch
• Specific circumstances of the legal entity
• Proof that the foreign company exists in the home country (certified excerpt from the Companies Register or Register)
• Certified and translated partnership agreement or Articles of association of the foreign company
• Clearance certificate issued by the tax office
• In addition, for businesses with their principal place of business or registered office outside the EU/EEA area: proof that the foreign company regularly conducts business activities in the home country and specimen signatures of the permanent representative of the branch.

The application can be submitted in writing on paper or by means of electronic legal transactions (ERV). Further information on the subject of electronic legal transactions (→ oesterreich.gv.at) can be found at oesterreich.gv.at. A list of the transmitting agencies (→ BMJ) through which submissions can be made to the court electronically can be found on the website of the Federal Ministry of Justice.

Costs and fees

When registering a branch office in the companies register, court fees of 9.40 Euro each are incurred for the entry of the name, registered office and business address of the branch office (28.20 Euro in total). In addition, depending on the type of legal entity, there are higher general entry fees (usually between 19 Euro and 162 Euro) as well as costs due to obligatory publications in the Wiener Zeitung. These items are determined by the Companies Register Court and subsequently charged to the applicant.

Legal bases

• section 12 of the Unternehmensgesetzbuch (UGB)
• section 3 of the Firmenbuchgesetz (FBG)

When carrying out a commercial activity (→ oesterreich.gv.at), the branch requires a licence to trade issued by the trade authority at the location of the branch in Austria. The trade registration can also be done online without authentification (via the Austrian Business Licence Information System (GISA)) or by registering using an ID Austria.

In principle, a manager pursuant to trade law, who meets all the requirements for practicing the trade under Austrian law, must be appointed. If all requirements for the licence to trade are met, the trade may be carried out from the day on which the registration was made. The trade authority decides by means of an administrative decision. A written complaint against the decision can be filed within four weeks with the authority that issued the administrative decision. 

Online-Procedure:

Trade - Registration^{German text}

Legal basis

Gewerbeordnung (GewO)

Income tax or corporate income tax

A branch office (premises) generally gives rise to a tax liability in Austria. The competent tax office must be notified of the start and location of the branch office within a month of commencing the activity. More information on notification to the tax office for sole proprietorships and companies can also be found on USP.gv.at.

In order to prevent cross-border operators from being taxed both in Austria and abroad (i.e. at the registered office of the main branch as well as at the registered office of the branch), Austria has concluded "double taxation agreements" (DTAs) with many countries.

Thus, if a DTA is in place, the profits of the company are split between the branch and the main branch in order to avoid double taxation. For purposes of profit splitting, the tax consequences of the cross-border transactions must be the same as those that would result from comparable transactions with independent and self-employed business partners. For example, prices must be charged for the delivery of goods by the foreign main branch to the domestic branch as they would be charged between independent companies.

The profit of the domestic branch determined in this way is subject to Austrian taxation.

Further links

Part 2 of the Transfer Pricing Guidelines (Verrechnungspreisrichtlinien – VPR) 2021 (→ BMF)

Legal bases

• Körperschaftsteuergesetz (KStG)
• Einkommensteuergesetz (EStG)

Value Added Tax

Even companies whose registered office is abroad, but which have premises in Austria, must in principle register in Austria for VAT purposes and apply for a tax number from the competent tax office. They will be assigned a VAT ID number by the tax office.

Companies registered for VAT purposes in Austria are generally required to submit an advance VAT return on a monthly or quarterly basis. After the end of the calendar year, a VAT return must be submitted.

Advance VAT returns and VAT returns can be submitted electronically via the portal of the Austrian tax administration (FinanzOnline). Companies that are registered for VAT purposes in Austria can obtain access to FinanzOnline themselves or submit the VAT return via the FinanzOnline access of their tax representative.

If an activity covered by the Gewerbeordnung is carried out at the registered office of the branch, it is obliged to provide insurance in accordance with Gewerbliches Sozialversicherungsgesetz.

If employees are hired, they must be registered with the competent health insurance carrier (→ SV)^{German text} before starting work. The registration must always be carried out online via ELDA (→ ÖGK)^{German text} . Information on the procedure can be found under registration of employees.

Further information on registering with the Social Insurance Institution for the Self-Employed can be found in the start-up roadmaps for sole proprietorship and companies.

Legal bases

• sections 6, 18 of the Gewerbliches Sozialversicherungsgesetz (GSVG)
• Allgemeines Sozialversicherungsgesetz (ASVG)

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