Limited Liability Company Act (Austria) | Questions and Answers

Q: Is the entire law of the Austrian limited liability company settled in the Limited Liability Company Act (Austria)?

A: No, the law regarding the Austrian Limited Liability Company is regulated in various Acts of law.

Although the Limited Liability Company Act is the main legal resource regarding the Austrian Limited Liability Company, there are plenty of other acts (legal sources), for example, the Business Code, the Capital Adjustment Act, the Reorganisation Act, the Act regarding the Splitting of Companies, the Capital Replacement Act, etc.

Jurisprudence also plays a major role within the law to the Austrian Limited Liability Company.

Q: How is the Limited Liability Company Act structured?

A: The Limited Liability Company Act (Austria) is divided into several main chapters:

Limited Liability Company Act (Austria): Organisational rules

• Establishment of the company
• The company institutions
  – The Managing Director
  – The Supervisory Board
  – The General Assembly
  – Minority rights
• Amendments of the social contract
  – General provisions
  – Increase of the share capital
  – Reduction of share capital

Limited Liability Company Act (Austria): Legal Relations of the Company and the Shareholders

• Legal relationships of the Company
• Capital contributions
• Additional payments
• Shares

Limited Liability Company Act (Austria): Resolution

• Resolution
• Liquidation
• Mergers

Authorities and procedures
Foreign companies
Groups
Criminal provisions, final provisions

Q: When did the Limited Liability Company Act (Austria) come into force?

A: The Limited Liability Company Act (Austria) came into force in 1906. Model was the German GmbH Act of 1892.

Unlike other forms of associations the Limited Liability Company is no historical form of association, but a new legal form designed the law makers on the drawing board.

About the Author

Dr. Lukas Fantur is a lawyer in Vienna, Austria with a focus on the law of the Limited Liability Company.

Vienna based Law Firm specialised in Company Law and Business Law. Personal Service. High Expertise. Substantial Experience.

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