unbekannter Gast

Gesellschaft mit beschränkter Haftung, Ges. m. b. H., GmbH#

b. H., GmbH, a private limited company that is a legal entity, which means that it has corporate personality and a legal existence, separate from that of its individual shareholders limited by the amount of share capital (at least 500,000 ATS) which is contributed by each member and divided into shares. If the company fails, liability of the individual shareholders is limited to the amount of share capital they hold. The GmbH company is governed by the GmbH Act, which was passed in 1906 and, in contrast to the Stock Company Act, allows greater flexibility and confers merchant status whatever the object of business. The registration of the GmbH in the Company Register constitutes its legal existence. The general shareholders´ meeting appoints one or more managing directors. By law, a supervisory board (Aufsichtsrat) is only required in some cases, e.g. for bigger GmbH companies. The GmbH is not eligible for quotation on the stock exchange. A notarial act is necessary to transfer shares.


Currently the GmbH is the most popular legal form of doing business in Austria. In many cases the GmbH only serves as general partner in a limited partnership ("GmbH & Co KG"). In Austria about 29% of GmbHs are owned by one shareholder, mainly Austrian or international companies (as legal entities), 64% are owned by 2-4 shareholders, 6% are owned by 5-10 shareholders and the rest by more than 10.

Literature#

J. Reich-Rohrwig, Verbreitung und Gesellschafterstruktur der GmbH in Oesterreich, in: Festschrift fuer W. Kastner, 1992; idem, Das oesterreichische GmbH-Recht, 1983; H. G. Koppensteiner, GmbHG Kommentar, 1994.