How to found a FlexKapG in Austria (Flexible Kapitalgesellschaft)
The new startup-friendly corporate form introduced in January 2024.
This full guide to How to found a FlexKapG in Austria (Flexible Kapitalgesellschaft) is part of our premium area. You get step-by-step instructions, checklists, fee breakdowns, authority paths and practical tips for foreign founders.
Quick overview:
| Minimum capital | 10.000 € |
| Minimum founders | 1 |
| Liability | limited to share capital |
| Accounting | Double-entry bookkeeping |
| Taxation | Corporate tax 23% |
| Commercial register | mandatory |
| Notary required | yes (deed of formation) |
| Time to set up | 2–4 w |
The Flexible Kapitalgesellschaft (FlexKapG / FlexCo) was introduced on 1 January 2024 specifically for startups. It allows Unternehmenswert-Anteile (value shares) for employees, simplified share transfers and English-language articles of association.
| Minimum capital | 10.000 € |
| Minimum founders | 1 |
| Liability | limited to share capital |
| Accounting | Double-entry bookkeeping |
| Taxation | Corporate tax 23% |
| Commercial register | mandatory |
| Notary required | yes (deed of formation) |
| Time to set up | 2–4 w |
When does this form make sense?
The FlexKapG is ideal for technology startups that want to issue employee stock, run multiple investor rounds and operate internationally. It combines GmbH-level liability protection with more flexible share mechanics.
Not the right choice for a small local service business — a regular GmbH is simpler and equally well understood by Austrian banks.
Required documents
- Passports/IDs of founders and managing directors
- Registration certificates
- Articles of association (may be in German or English)
- Notary declaration on the paid-in capital
- Bank confirmation of cash contribution
- Beneficial owner form (WiEReG)
- Employee stock plan, if Unternehmenswert-Anteile are issued
Founding steps
- Draft articles of association — bilingual German/English is allowed.
- Notary appointment — signing and certification. Share transfers can later be done by simple written form.
- Pay in capital — minimum 10,000 €, at least 5,000 € cash.
- Commercial register entry via the notary.
- Tax office registration and corporate tax ID.
- WiEReG filing.
- Issue Unternehmenswert-Anteile to employees (up to 25 % of share capital). Taxed only on exit at 27.5 % KESt.
- Set up bookkeeping and payroll.
Costs
- Minimum capital: 10,000 € (5,000 € cash)
- Notary: 800–1,800 €
- Firmenbuch fee: approx. 400 €
- Lawyer for cap table and shareholder agreement: 1,500–5,000 €
- Accounting and annual financial statements: 2,000–5,000 €
Typical setup: 3,000–7,000 € plus capital.
Taxes & social insurance
- Corporate tax (KöSt): 23 % on profits.
- Minimum corporate tax: 500 € per quarter (like GmbH).
- Unternehmenswert-Anteile: no wage tax at grant, only 27.5 % KESt when sold (under conditions).
- Dividends: 27.5 % KESt.
- VAT: standard rules.
- Investor-friendly share mechanics
- Employee stock via Unternehmenswert-Anteile
- English-language articles allowed
- Simplified share transfers (written form, not always notary)
- Same liability protection as GmbH
- Still new — some banks and notaries are unfamiliar
- Minimum corporate tax even in loss years
- Capital and notary requirement remain
- Reporting and compliance at GmbH level
Common mistakes
- Issuing Unternehmenswert-Anteile without a proper plan — loses the tax benefit.
- Choosing FlexKapG for a simple local business — unnecessary legal complexity.
- Relying on English-only documents when banks still ask for German versions.
- Ignoring the minimum corporate tax in the business plan.
Sources
This website is a private information portal and does not constitute legal advice.