Foreign investors who want to enter the Austrian market can do so by registering a new company or by buying a ready-made company, also known as a shelf company. The ready-made company is registered and kept “on a shelf” until it is sold. Another characteristic of the Austrian shelf company is that it can be kept until it ages, and thus allowing an investor to incorporate a foreign company’s history into it after the purchase. Our Austrian company formation agents can assist foreign investors who want to purchase shelf companies in this country.
| Quick Facts | |
|---|---|
| Legal entities available for shelf company |
– private limited liability company, – joint stock corporation |
|
Time required for purchasing the company |
A few days |
|
Types of features it includes (corporate bank account, VAT number, etc) |
– trading name, – legal address, – company director, – Articles of Association, – bank account number, – tax number |
| The advantages of a shelf company |
– easy to purchase, – reduced bureaucracy, – multiple uses, – access to bank loans |
| Appointing new directors |
Yes |
| Capital increase allowed |
Yes |
| Certificate of no commercial activities |
No |
| Modify the objects of activity | Yes |
| Participants in the purchase procedure | Buyer or representative and seller |
| The cost of buying a shelf company | It depends on the age and legal structure of the company. |
Table of Contents
How to buy a shelf company in Austria?
The most common types of ready-made companies that can be bought in Austria are the limited liability company and the public company, usually known as stock corporation. Buying an Austrian shelf company means buying its shares, a process which is completed by drafting a sale-purchase agreement which is signed before a public notary. Once the company is bought and the share transfer has been made, the new owner can bring several changes to the company, among which the name, the company address and directors are the most usual.
Foreign investors buying shelf companies prefer this type of company because they reduce the time spent with the company formation process in Austria.
Who can buy a shelf company in Austria?
Shelf companies in Austria can be purchased by individuals, entrepreneurs, or other businesses looking to expand their operations or establish a presence in Austria without going through the complex process of incorporating a new company. However, please note that in Austria it is required for a company to have a local director who either holds Austrian citizenship or possesses a valid work permit for Austria.
Additionally, potential buyers should ensure they understand the legal and financial implications of purchasing a shelf company, including any liabilities or obligations that may come with it.
Individuals or entities interested in purchasing a shelf company in Austria can consult our specialists in company formation in Austria for more details.
What are the features of ready-made companies in Austria?
All Austrian shelf companies have been registered with the Commercial Register, so they will have the Memorandum and Articles of Association drafted. After buying the shelf company, the new owner must amend these documents. Considering these companies also have directors, their replacement must be reported to the Austrian Trade Register. These companies also have dormant accounts. However, once purchased, the shelf company must be registered for VAT.
Preliminary actions when purchasing a shelf company in Austria
When purchasing a shelf company in Austria, several preliminary actions should be taken for a successful transaction. Here are some key steps recommended by our specialists in company registration in Austria:
- Due diligence is a crucial step in reviewing the company’s documents, including its articles of association, shareholders’ agreements, financial statements, and any other relevant records to ensure transparency and assess the company’s status;
- Understand the tax implications of purchasing the shelf company, including any potential liabilities or benefits. Our accountants in Austria can assist in this situation;
- Ensure that the share capital is fully paid up and that there are no disputes over ownership or shares;
- If the shelf company has assets, you can consider the transfer of these assets as part of the purchase agreement.
Our specialists ensure that the purchase is conducted according to legal requirements and will help you address any potential legal risks. We can also help you open a company in Austria following the regular incorporation process.
Process of buying a shelf company in Austria
After selecting a suitable shelf company and conducting due diligence, the following steps must be followed to finalize the purchase:
- Completing the sale-purchase agreement and conducting formalities such as shareholder meetings to approve the new owner’s appointment;
- The new director would likely need to appoint a new management team and possibly an auditor, depending on legal requirements and the company’s structure;
- Certain licenses or permits may be required before the Austrian shelf company can commence operations. These are generally done as part of the post-acquisition steps.
The new owners of the Austrian shelf company may wish to make changes to the new company such as:
- The company’s name, subject to availability and compliance with Austrian naming regulations;
- The registered address, while still needing to remain within Austria. Virtual offices are also an option for flexibility;
- Changes may need to be made to the Articles of Association to reflect new ownership or amend other particulars.
If you wish to start a business in Austria, shelf companies can be an interesting and efficient option. Our team offers support in buying a shelf company in Austria.
Why buy a shelf company in Austria?
The main reason to purchase a ready-made company in Austria is the time spent on the registration of a new company. Secondly, one can buy a shelf company in any Austrian city they want. The third important reason to buy a ready-made company is that one will be allowed to apply for loans, if necessary. From a business point of view, creating relations with new partners and clients can be easier through an Austrian shelf company.
Statistics about Austrian companies
Regarding the subject of shelf companies in Austria, here are some statistics about the business environment in the country. These statistics are from the year 2022 and refer to the number of companies, specifically the prevalence of SMEs and the e-commerce market, which are an important part of Austria’s economy:
- Approximately 334,543 SMEs were operating in Austria in 2022;
- The vast majority of SMEs (292,946) were micro-sized enterprises which have employed between zero and nine people;
- There were around 36,096 small businesses in Austria, employing between 10 and 49 people;
- 28% of the e-commerce market in Austria was in the fashion industry;
- Similarly, electronics and media also reported a market share of 28 percent.
Please feel free to contact us whether you want to buy a shelf company or to open a company in Austria.