Form a FlexCo in Austria: the Flexible Company
Austria's newest legal form since 2024, built on GmbH law with more flexibility for startups: enterprise value shares for employees and a simplified share transfer. Use our address in 1010 Vienna as the registered seat.
What is a FlexCo?
The FlexCo (Flexible Company) is an Austrian legal form introduced on 1 January 2024, with a EUR 10,000 minimum share capital just like the GmbH, but a simplified share transfer and enterprise value shares for employee participation. Registering with the commercial register requires a business address recognized for service of documents; postservice.at provides one in 1010 Vienna from 49 euros per month.
The legal basis is the Flexible-Kapitalgesellschafts-Gesetz (FlexKapGG). Where this act does not provide otherwise, GmbH law applies subsidiarily. The FlexCo is therefore not an entirely new company type, but a variant of the GmbH with additional design options that were previously reserved, in part, for the stock corporation (AG).
The name at a glance:
- Official designation: Flexible Kapitalgesellschaft (Flexible Company)
- Legally permitted abbreviations: FlexKapG or FlexCo
- In force since 1 January 2024 (FlexKapGG)
- GmbH law applies subsidiarily
- Can be formed by one or more persons
FlexCo vs. GmbH at a glance
Both legal forms are limited liability companies. The differences lie in the details.
| Criterion | FlexCo | GmbH |
|---|---|---|
| Minimum share capital | EUR 10,000, at least EUR 5,000 paid in cash | EUR 10,000, at least EUR 5,000 paid in cash |
| Minimum contribution per shareholder | EUR 1 | EUR 70 |
| Share transfer | Notarial deed or a deed drawn up by a lawyer | Notarial deed only |
| Employee participation | Enterprise value shares without voting rights possible (up to under 25% of share capital) | Only regular shares with voting rights |
| Written circular resolutions | Possible without unanimity if set out in the articles | Unanimity of all shareholders generally required |
| Applicable law | FlexKapGG, GmbH law applies subsidiarily | GmbH law |
Share capital and employee participation
The FlexKapGG lowers the minimum contribution per shareholder to EUR 1 and introduces a dedicated share class for employee participation.
Share capital
- At least EUR 5,000 must be paid in cash
- Minimum contribution per shareholder from EUR 1
- Simplified formation via USP for single-shareholder FlexCos possible
Enterprise value shares
A dedicated share class for employee participation, without voting rights.
- Together under 25% of the share capital
- No voting rights for holders
- Own tag-along rules set out in the FlexKapGG
How do I form a FlexCo?
The process is largely the same as for a GmbH, plus the points that can specifically be set out for the FlexCo in the articles of association.
- 1Secure a business address recognized for service of documents (required for the commercial register)
- 2Draft the articles of association, including rules on enterprise value shares and circular resolutions
- 3Notarial deed or a lawyer's deed for share transfers and subscription declarations
- 4Pay in the share capital (at least EUR 5,000 in cash out of a total of EUR 10,000)
- 5Apply for entry in the commercial register at the competent commercial court
- 6Complete trade registration
Who benefits from a FlexCo?
Well suited for
- Startups that want to give employees enterprise value shares
- Founding teams that want more flexibility transferring shares (including via a lawyer's deed)
- Companies that want written circular resolutions without a unanimity requirement in the articles
For simple formations, the GmbH often remains the better fit
If you are forming a company on your own, do not plan employee participation and do not need the additional design options, the classic GmbH is usually the simpler choice. A FlexCo pays off mainly if you actually use its additional options.
Why the right address matters
Registering your FlexCo with the commercial register requires a business address recognized for service of documents in Austria.
Commercial register entry
The address is entered as the official registered seat in the commercial register.
Recognized for service of documents
Authorities and courts can validly serve documents there.
Protect your private address
Your private home address stays protected and is not made public.
Why a PO box or a c/o address is not enough
The commercial register requires a business address recognized for service of documents; a PO box does not meet this requirement. A c/o address at a private individual's home is also problematic, since these typically do not permit commercial use. Our virtual office address is designed specifically for commercial register entries and is accepted by all Austrian authorities.
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Frequently asked questions about forming a FlexCo
What is a FlexCo?
The FlexCo (Flexible Company) is an Austrian legal form governed by the FlexKapGG since 1 January 2024. It builds on GmbH law, which applies subsidiarily, but adds features such as enterprise value shares and a simplified share transfer.
FlexCo or GmbH: what is the difference?
Minimum share capital and the formation process are largely the same for a FlexCo and a GmbH. The FlexCo additionally allows enterprise value shares without voting rights for employee participation, share transfers by a lawyer's deed instead of only a notarial deed, and written circular resolutions in the articles without requiring unanimity.
How much share capital does a FlexCo need?
The minimum share capital of a FlexCo is EUR 10,000, the same as for a GmbH, of which at least EUR 5,000 must be paid in cash. The minimum contribution per shareholder is only EUR 1 instead of EUR 70 for a GmbH.
How does employee participation work at a FlexCo?
Through enterprise value shares, employees can participate in the value of the company without receiving voting rights. These shares may not exceed 25 percent of the share capital in total.
Do I need a business address for a FlexCo?
Yes. For the commercial register entry, every FlexCo needs a domestic business address recognized for service of documents. A PO box is not sufficient. Our business address in 1010 Vienna is specifically suitable for commercial register entries.