An Austrian legal entity can be liquidated as a consequence of a decision taken by the members of it or by a decision of a competent court, at the request of creditors or of its shareholders. The process is coordinated by a liquidator appointed voluntary (by the members of the company) or compulsory (by the court).
The process of liquidation of an Austrian company begins with appointing a liquidator which will take all the measures necessary for the cancelation from the Commercial Registry and the payment of the claims.
The liquidator can be replaced by a committee of liquidators if there is a general partnership involved (in the case of partnerships, the general partners can be appointed to represent the entity’s interests during the process).
Among his/her responsibilities, the liquidator must elaborate a balance sheet with all the company’s assets, auction the company’s goods if the funds are not sufficient to cover the debts, receive payment from the company’s debtors and pay all the claims, suppliers and employees. He’s taking the entire former manager’s attributions, but cannot act if his actions aren’t related to the process of liquidation.
The decision of liquidating an Austrian company is recorded in the Commercial Registry along with the liquidator’s (or the commission of liquidators’) details. It’s the manager’s responsibility to take this step.
The next step of dissolution of a company in Austria consists in canceling the business license and announcing the social security authority that the company will be liquidated. The fiscal authorities are also announced regarding the process.
If the Austrian company has employees, they must submit a request to the regional health fund where they are registered to be de-registered.
After taking the above steps in dissolution of an Austrian company, all the claims have to be covered and a new updated balance sheet must be submitted at a general meeting. Along with the balance sheet, the liquidator must elaborate a report regarding its activities and the way the remaining assets should be divided among the shareholders. The distribution among the shareholders is made according to their contribution to the capital.
A new general meeting is convened and its minute is registered in the Commercial Register along with a request of cancelation from the register.
As a result, the company’s details are canceled from the Commercial Register and from any other register.
The process of liquidation of an Austrian company may take from six months to several years, depending on the claims that have to be covered and the number of outstanding liabilities of the company.
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