Branch Office in Austria: Checklist

Mag. Ingo Braun

What needs to be considered?

⇒ Selection of the representatives of the branch office

The branch office is represented by the managing directors of the head office. In addition, authorised officers (Prokuristen) of the head office or authorised officers, whose powers of representation are limited to the branch office (Filialprokuristen), can be registered with the Austrian companies register. Companies having their seat outside the European Economic Area (EEA) must, and companies having their seat in the EEA can, appoint a domestic representative of the branch office (inländischer Vertreter) and this representative must be resident in Austria.

⇒ Annual submission of the annual accounts

The annual accounts must be submitted yearly to the companies register court with a certified translation in German.

Which documents are needed?

⇒ Evidence of material prearrangements of a permanent establishment

Material preparations for the branch office must be made, so that the creation of a permanent establishment can be proved to the companies register court, e.g., by office rental agreement, employment contracts, etc.

⇒ Companies register application

Managing directors in a number sufficient to represent the company must sign the application to the companies register in notarised form. If the application is signed abroad, in most cases an apostille or a supplementary authentication (Überbeglaubigung) as well as a certified translation into German of the authentication is necessary.

⇒ Specimen Signatures

Specimen signatures of

1. all managing directors of the head office,
2. all authorised officers of the head office who are allowed to act for the branch office,
3. any authorised officers, whose representation is limited to the branch office (Filialprokuristen) and/or
4. the domestic representative of the branch office (inländischer Vertreter)

The specimen signature must be signed in notarised form (for signing abroad see companies register application).

⇒ Extract from the Commercial Register

Notarised to-date extract of the commercial register of the head office with certified German translation, if not in German

⇒ Articles of Association

Notarised copy of the articles of association of the company with certified German translation, if not in German

What else must not be forgotten?

• Notification of the business (Gewerbe) carried out in Austria
• Appointment of the person responsible under trade law (so called director under trade law, Gewerberechtlicher Geschäftsführer). This person must have the appropriate qualifications (if necessary foreign proof of qualification must be approved in Austria)
• Permission of a operating facility under trade law, if necessary
• Employees of the head office, who work on a short-term basis at the branch office or elsewhere in Austria, require certain documentation and notification of their posting
• Employment contracts for Austrian employees (taking into consideration the applicable collective labour agreement, if any)
• Contract with an Austrian employment benefit fund (Mitarbeitervorsorgekasse)
• Registration with the relevant social insurance agency
• Tax number and, if applicable, VAT-identification-number (UID-number)