This post is also available in: SK (SK)

The Ministry of Justice of the Slovak Republic submitted a proposal, which introduces a new simpler way of establishing a limited liability company.

It will be possible to establish a limited liability company (in Slovak “s.r.o.”) by means of a model shareholders agreement, provided that the following conditions are met:

  • the company:
    • has no more than five (5) shaerholders and is established for the purpose of doing business;
    • uses “s.r.o.” in the business name;
    • chooses only ten (10) selected activities from the list of free trades published by the Ministry of the Interior of the Slovak Republic as the subject of business;
    • does not have a supervisory board;
  • the shareholder:
    • has an account established in a bank or a branch of a foreign bank within the Single Euro Payments Area (SEPA) in euros;
    • being a natural person is not represented by other person;
    • being a legal entity must act (during the establishment) by means of a statutory body;
    • provides solely monetary contribution,
  • the managing director:
    • is capable of legal acts, is at least 18 years old and is registered in the register of natural persons;
    • has never been legally convicted of a crime;
    • is the custodian of the contributions of the shareholders.

The only court, which will deal with the registration of this simplified form of s.r.o. will be the Žilina District Court.

After entering the necessary data into the online form, the court itself will check the integrity of the managing director (if s/he is not a citizen of the Slovak Republic, it will be necessary to provide an extract from the criminal record of the state of his/her citizenship).

In addition to this simplified form of s.r.o., the existing way of establishing the s.r.o. will of course remain possible.

The novelty should take effect from January 1, 2023.

This article is for general and informational purposes only, and the conclusions, opinions or recommendations presented herein may not apply to a specific situation. The article does not constitute legal advice or replace it. When solving a specific problem or situation, we always recommend consulting a lawyer.