Does the liability of GmbH managing directors also apply to levies that are only assessed after their departure?
As legal representatives, managing directors of a GmbH are responsible for ensuring that the company properly fulfils its tax obligations. This includes not only the timely payment of taxes, but also comprehensive disclosure, accounting, truthfulness and declaration obligations that are necessary for the correct assessment of taxes.
If the company does not fulfil its payment or cooperation obligations, the managing director can be held liable as a representative - but only if the following conditions are met:
- there is a breach of duty,
- this breach of duty has caused a loss of tax,
- the management has acted culpably (wilfully or negligently).
In practice, the question repeatedly arises as to whether liability can still apply if the corresponding levy is only determined after the departure from management.
How the Administrative Court assesses the situation
According to the Administrative Court, only the period during which the managing director function was actually exercised counts in terms of representative liability. This begins with the appointment and ends with the dismissal.
If a tax obligation is breached during this active period of office, liability may also be incurred if the tax is only imposed retrospectively - i.e. after the person has left the management. However, the prerequisite for this is that the levy falls economically within the period of active management activity.
Status: 02/03/2026
Source: VwGH 2.9.2025, Ro 2022/13/0007
Photo: Tima Miroshnichenko
