{"id":3223,"date":"2024-07-11T15:23:27","date_gmt":"2024-07-11T13:23:27","guid":{"rendered":"https:\/\/www.krestonslovakia.com\/pravne-aspekty-zalozenia-a-vzniku-spolocnosti\/"},"modified":"2025-01-13T15:04:08","modified_gmt":"2025-01-13T14:04:08","slug":"legal-aspects-of-company-establishment-and-incorporation","status":"publish","type":"post","link":"https:\/\/www.krestonslovakia.com\/en\/legal-aspects-of-company-establishment-and-incorporation\/","title":{"rendered":"Legal aspects of the establishment and incorporation of a company"},"content":{"rendered":"\r\n

Pursuant to Section 56(1) of the Commercial Code, a company means a legal person established in order to conduct business.<\/span><\/p>\r\n

In Slovakia as well as the Czech Republic, the most frequently registered form of company for business purposes is a limited liability company (the \u201c<\/span>s.r.o.<\/span><\/i>\u201d). In 2021, 19,254 limited liability companies were registered in Slovakia as opposed to 212 joint-stock companies (the second most frequently registered form of company). This trend is attributable to the relatively simple establishment procedure, low minimum registered capital (EUR 5,000) and low administrative costs and\/or lower subsequent expenses necessary for the company management.<\/span><\/p>\r\n

For the sake of completeness we would like to add that in addition to the two forms above, other forms of companies exist under Slovak law, i.e., a general partnership, limited partnership, simplified joint-stock company and sub-types of companies under the adopted EU legislation \u2013 European Company and European Economic Interest Grouping. However, the frequency of registration of those forms is negligible in comparison with limited liability companies and joint-stock companies.<\/span><\/p>\r\n

Which form to choose?<\/strong><\/h2>\r\n

A new entrepreneur is recommended to prepare at least a basic business plan. No extensive analysis is necessary for that. It is enough for the entrepreneur to outline the basic attributes of their future business, taking into consideration the place and time at which they plan to carry out their activities.<\/span><\/p>\r\n

A future entrepreneur should be able to clearly answer in particular the following questions:<\/span><\/p>\r\n

What will be the scope of future business?<\/span><\/p>\r\n

Where will the business be based?<\/span><\/p>\r\n

Will the entrepreneur have employees or conduct business alone?\u00a0<\/span><\/p>\r\n

Is a special license or permit necessary for the given scope of business?<\/span><\/p>\r\n

Is there a risk associated with the given cope of business? If yes, what risk? How does it manifest itself?<\/span><\/p>\r\n

What possible damage could the entrepreneur cause by its activities, and what is the risk of damage to the entrepreneur?<\/span><\/p>\r\n

Self-employment vs company<\/strong><\/h2>\r\n

If the future entrepreneur arrives at the conclusion that it is more suitable for them to conduct business as a sole trader, it will not be necessary to take steps to establish and register a company; the entrepreneur only needs a trade license or another license authorising the entrepreneur to carry out the elected activities. The basic differences between conducting business as sole trader and company are provided below.<\/span><\/p>\r\n

 <\/p>\r\n

Registered office of company<\/strong><\/h2>\r\n

One of the basic prerequisites for company registration is having a registered office for the company. If you do not own real property or have the right to use real property, e.g. a lease that does not forbid you to establish a registered office in it, the property owner\u2019s consent to it is necessary to establish a registered office there.<\/span><\/p>\r\n

 <\/p>\r\n

Company establishment<\/strong><\/h2>\r\n

A limited liability company is established by a foundation deed in the event of a one-person company and by a memorandum of association in the event of a two or more-person company. The signatures on all founding documents, e.g., foundation deed\/memorandum of association, affidavit of managing directors, declaration of custodian of contributions or declaration of company founders, must be notarised. A person in the tax delinquents list needs to obtain the prior consent of the relevant tax administrator to the company establishment.<\/span><\/p>\r\n

Subsequently, the Managing Director (in Slovak: <\/span>konate\u013e<\/span><\/i>) or authorised representative of the company should contact the relevant District Office (according to the registered office of the company), Trade Licensing Department, and apply for a trade license. It is necessary to distinguish among different types of trade licenses: a free trade license, a regulated trade license and a craft trade license. For a free trade license, it is enough to \u201creport the trade license\u201d (meet the general requirements) while for regulated and craft trade licenses, further documents must be filed at the Trade Licensing Department to obtain the license from the Trade Licensing Office.<\/span><\/p>\r\n

After the trade license is obtained, the managing director or authorised representative of the company can file an application for the company\u2019s registration in the Commercial Register.<\/span><\/p>\r\n

 <\/p>\r\n

Company incorporation\u00a0<\/strong><\/h2>\r\n

A company is deemed incorporated when it is registered in the Commercial Register. An application for company registration should be filed electronically, using the appropriate form and enclosing the required annexes signed by a qualified electronic signature.<\/span><\/p>\r\n

Would you like to establish a company and receive assistance with establishing comprehensive legal and tax relationships?<\/span><\/p>\r\n

Our law firm is experienced in the establishment and incorporation of companies and we will be happy to assist you with the process.<\/span><\/p>\r\n","protected":false},"excerpt":{"rendered":"

Pursuant to Section 56(1) of the Commercial Code, a company means a legal person established in order to conduct business. In Slovakia as well as the Czech Republic, the most frequently registered form of company for business purposes is a limited liability company (the \u201cs.r.o.\u201d). In 2021, 19,254 limited liability companies were registered in Slovakia […]<\/p>\n","protected":false},"author":1,"featured_media":1656,"comment_status":"closed","ping_status":"closed","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[36],"tags":[],"class_list":["post-3223","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-law"],"_links":{"self":[{"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/posts\/3223","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/users\/1"}],"replies":[{"embeddable":true,"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/comments?post=3223"}],"version-history":[{"count":0,"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/posts\/3223\/revisions"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/media\/1656"}],"wp:attachment":[{"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/media?parent=3223"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/categories?post=3223"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/www.krestonslovakia.com\/en\/wp-json\/wp\/v2\/tags?post=3223"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}