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Director remuneration & distributions

How to pay yourself from an Austrian GmbH as a non-resident director.

Salary, managing-director remuneration, dividends, expense reimbursements and shareholder-loan repayments are legally different payments. The right method depends on your ownership percentage, where you work, your tax residence, social security and the company's distributable profit.

Updated Jul 2026Current position
25% thresholdChanges classification
27.5%Individual dividend tax
Company ≠ personal cashMain warning
Executive conclusion

You cannot transfer money from the GmbH and decide later whether it was salary, a dividend or a loan.

Every payment needs a legal basis, corporate approval, accounting treatment and tax classification. Remuneration pays for work and can reduce profit when reasonable. A dividend distributes after-tax profit and needs distributable reserves and a resolution. An expense reimbursement needs business evidence. A loan repayment needs a genuine prior loan. Non-residence adds treaty, foreign-tax and social-security analysis — it does not remove the Austrian documentation.

Four different payments

Each is a distinct legal event — the label must match the economics

Calling a transfer a "loan" does not create a loan; calling it "expenses" does not replace receipts; calling it a "dividend" does not create distributable profit.

01

Director remuneration

Payment for managing the GmbH; treatment depends on participation and the working relationship.

Payment for work
02

Dividend

Distribution of available after-tax profit to shareholders — not pay for hours worked.

Return on ownership
03

Expense reimbursement

Repayment of documented business expenditure paid personally for the GmbH.

Repayment of company cost
04

Loan repayment

Return of money genuinely lent to the company under a documented arrangement.

Repayment of debt
The pivot, visualised

25% ownership flips the tax classification

Austria treats a director holding no more than 25% differently from one holding more than 25%. The percentage is not the only factor — voting and blocking rights, contractual control and the trade licence also matter — but it is the pivot.

Participation up to 25%

Treated like employment

Income category
Employment income, payroll treatment
Tax collection
Wage-tax withholding through the GmbH
13th / 14th relief
May be relevant if employment requirements are met
Expenses
Employee expense rules
25%threshold
Participation above 25%

Treated as self-employed

Income category
Income from other self-employed work
Tax collection
Assessed through the director's tax return
13th / 14th relief
Generally unavailable
Expenses
Business expenses or permitted pauschalisation

Social insurance sits on top: a director may be covered under ASVG (employee), GSVG/SVS (self-employed), or another country's system under EU coordination — often evidenced by an A1 certificate. It does not automatically follow the income-tax treatment.

01 · Director remuneration

Agree it in writing, and keep it commercially reasonable

A fixed monthly amount, variable pay or a combination — set out in a Geschäftsführervereinbarung, with a sole shareholder still documenting the arrangement through a shareholder decision. Remuneration is generally deductible when genuinely connected with the business and commercially reasonable; an excessive amount paid because the recipient controls the company can be reclassified as a hidden distribution.

The director does not need to live in Austria to be paid for real management work. Non-residence determines where the payment is reported and taxed — not whether the company may pay.

02 · Cross-border tax & dividends

Residence, work location and the treaty must be read together

A director abroad can face reporting in Austria and at home; a double-tax treaty then allocates the taxing rights and usually gives a credit or exemption. Treaty treatment is not uniform — some treaties have a specific directors'-fees rule, others separate formal board remuneration from day-to-day operational management, and the answer can depend on where the work is physically performed.

Question
Why it matters
Where is the director tax-resident?
The country generally taxing worldwide income
Where are duties performed?
Can influence source taxation and employment rules
What does the treaty say?
Allocates taxing rights and double-tax relief
Board status or operational work?
Different treaty articles may apply
Must income be reported at home?
Usually, even where Austrian tax was withheld

For dividends, the GmbH first pays 23% corporate tax; a dividend can then be declared only from approved distributable profit, on a shareholder resolution, with Austrian Kapitalertragsteuer withheld — the standard individual rate is 27.5%. A treaty may reduce Austria's final taxing right, at source or by later refund.

Prepare relief before you pay

"Taxed in Austria" does not mean "ignored at home", and transferring the gross amount first while searching for a residence certificate later is not a reliable withholding procedure. Prepare treaty relief before the payment.

03 · Remuneration or dividend

They solve different economic problems

Director remuneration

Pays for work

  • Pays for actual work and responsibility
  • Can be paid regularly through the year
  • Can reduce the GmbH's taxable profit
  • Triggers income-tax & social-insurance analysis
  • Should be reasonable and documented
Dividend

Pays the owner

  • Pays the shareholder as investor
  • Requires distributable after-tax profit
  • Does not reduce taxable profit
  • Normally triggers 27.5% withholding
  • Needs a resolution and payment records

A founder who needs regular income usually cannot rely on an uncertain year-end distribution; a company that needs working capital should not distribute everything because a dividend rate looks attractive. Many owner-managed GmbHs use a combination: supportable remuneration for ongoing work, dividends only when the annual result and liquidity allow.

04 · Expenses, loans & intercompany invoices

Three routes that are easy to get wrong

Expense reimbursements repay a genuine company cost paid personally — keep the invoice, receipt, payment evidence and business purpose. "Travel €3,000" is not an expense file; dates, locations, purpose and invoices are. A payment is not tax-free merely because it is booked as an expense.

Shareholder loans need discipline in both directions. A shareholder lending to the GmbH needs written terms, a funding trail and arm's-length interest; repayment of principal is a return of debt, not income. A loan from the company to the shareholder is more sensitive — an open-ended withdrawal with no realistic repayment can be reclassified as a hidden distribution.

Invoicing through your own foreign company can work where that company delivers a genuine separate service through its own people and operations. It becomes difficult where the invoice merely covers your statutory Geschäftsführer role — Austrian attribution rules can allocate income from an organ function back to the individual performing it.

Substance

An invoice does not change who performed a personal statutory function. The structure should reflect a real business service — not an attempt to replace director remuneration with an invoice from an entity that has no separate operation.

05 · Documentation

Each payment route needs its own file

Payment
Core documents
Director remuneration
Appointment, service agreement, shareholder approval, calculation, payroll/tax records
Dividend
Approved accounts, profit-allocation resolution, withholding calculation, payment evidence
Expense reimbursement
Invoice, receipt, payment proof, expense report, business purpose
Shareholder-loan repayment
Loan agreement, original funding trail, ledger, repayment schedule
Intercompany fee
Service agreement, deliverables, transfer-pricing support, invoices
Treaty relief
Residence certificate, beneficial-owner evidence, relevant forms

A bank-transfer reference is useful but not sufficient. The legal and accounting documents must establish why the company owed the money to the recipient — and the company forecast must leave the GmbH able to meet VAT, payroll, corporate tax and supplier commitments before any personal payment.

06 · Common scenarios

The right route changes with ownership, residence and work location

Scenario
Points requiring review
100% shareholder in Spain
Self-employed classification, AT–ES treaty, Spanish reporting, social-security coordination
10% director in Germany
Austrian payroll, work location, AT–DE treaty, applicable social-security system
Sole shareholder in the UAE
AT tax on remuneration & dividends, treaty position, genuine UAE residence, management location
Works partly in Vienna
Allocation of working days, Austrian payroll/assessment, travel records, possible A1
Foreign holding owns the GmbH
Remuneration separate from corporate-shareholder dividends and participation exemption
No salary in year one
Documented unpaid role, personal funding, expenses, lawfulness of later withdrawals

Issue maps, not predetermined results — the applicable treaty, ownership rights, working pattern and home-country law must be checked for the named countries.

07 · Planning sequence

Design the payment structure before the first personal transfer

The order keeps every payment defensible on both sides of the border.

01

Confirm ownership & control

Participation percentage, voting rights and the relationship with the GmbH.

02

Map where the work occurs

Residence, physical working countries and expected days in Austria.

03

Classify the remuneration

Payroll, self-employed income and Austrian return requirements.

04

Review the treaty

Austria's taxing right and the relief mechanism at home.

05

Determine social-security cover

ASVG, GSVG/SVS, foreign insurance and any A1 requirements.

06

Agree a supportable amount

Match remuneration to duties, time, market and the GmbH's capacity.

07

Prepare the documents

Director agreement, shareholder resolution, payroll/tax registrations.

08

Separate expenses & loans

Distinct ledgers and records for every non-remuneration payment.

09

Review dividends after year-end

Distributable profit, liquidity, withholding and treaty procedure before declaring.

Six payment mistakes

Where owner-directors turn transfers into tax problems

The common errors arise when every payment is treated as interchangeable and the classification is left to the year-end accountant.

01

Informal monthly withdrawals

Transfers with no payroll, agreement, expense records or established loan account.

02

Calling director work a dividend

Full-time management, but only distributions unrelated to the work performed.

03

Declaring profit before accounts

Money labelled a dividend before distributable earnings and approval exist.

04

Ignoring the residence country

Austrian tax paid, but the income is not reported or relieved at home.

05

Unsupported shareholder loan

Withdrawals accumulate as a receivable with no agreement, interest or repayment plan.

06

Invoicing a role through a shell

A foreign company with no distinct operation invoices for the statutory director function.

Information, not tax or legal advice. Classification, rates, social security and treaty relief depend on your facts and the countries involved, and can change. Confirm the position with coordinated Austrian and home-country advisers before paying yourself.
Director-payment review

Set the legal basis before the company starts paying you

Send the director's ownership percentage, country of residence, working locations, expected monthly remuneration, foreign social-insurance position and intended dividend policy. We identify the Austrian documentation and the points needing coordinated advice at home.