Navigation path


Share on 
	Share on Facebook
  
	Tweet it
  
	Share on google+
  
	Share on linkedIn
  
    
      E-mail
Set page to normal font sizeIncrease font size by 200 percentBookmark this pageChoose high-contrast version
Set page to normal font sizeIncrease font size by 200 percentBookmark this pageChoose high-contrast version

Slovakia

Takeovers

Updated 04. 2010

Legal requirements

The takeover of another firm is regulated under the Commercial Code.

Types of takeover

If a person or a company decides to take over another company, they may do it in two ways:

  • Through a contract on selling a company   - the seller transfers right of ownership and other rights and assets to the buyer. The buyer takes on the liabilities and obligations of the seller and pays a purchase price;
  • Through the transfer of a business share in the legal entity or through the merger of one company with another. This method applies only to legal entities.

The transfer of a business share depends on the type of company

Limited partnership

Limited partnership - the contribution of the limited partner, i.e. the partner responsible for the liabilities of the company only up to a specific amount, may be transferred on the basis of a contract on the transfer of a contribution.

The consent of the other partners is required, if they do not give it in the Memorandum of Association. If there is a change of general partner, i.e. the partner with personal responsibility for the liabilities of the company, the partners must give their consent and the Memorandum of Association must be amended.

General partnership

General partnership - an amendment to the Memorandum of Association is required. General partnerships must have at least two partners. The partners jointly and severally guarantee the liabilities of the company with all of their assets.

Joint stock company

In a joint stock company (akciová spoločnosť - a.s.) - the ownership structure is changed through the buying and selling of shares. This happens directly on the stock exchange, if the shares are publicly tradable. If they are not, change takes place through a contract on the purchase of shares between a buyer and a seller.

Limited liability company

Limited liability company (s.r.o.) - a change of partners takes place either through the transfer of a business share or through an amendment to the partnership agreement, although all partners must agree to the change. The transfer of a business share normally requires approval of the AGM. The Memorandum of Association governs the transfer process.

Cooperative

A cooperative must have at least five members. This does not apply where its members include at least two legal entities. A member share may be transferred by transferring the rights and obligations of the member, provided this is not forbidden by the rules of the cooperative. The rules may specify more detailed conditions for joining a cooperative.

Retiring business owners need to plan the transfer of their business in advance.

Some standard requirements to be completed when taking over a business are the same as when setting up a new business.

Administrative procedures

Registration

A natural person or legal entity notifies a trade or submits an application for a concession certificate to a Trade Licensing Office,

A trade licence will be created for a legal entity not yet entered in the Commercial Register on the date of entry in the Commercial Register. Applications for entry in a Commercial Register must be submitted within 90 days of setting up a company or receiving a trading licence, concession certificate or other business licence,

Applications for a company to be entered in a Commercial Register and applications for a deed to be placed in the Collection of Deeds may also be submitted electronically; applications for initial entry must be signed using the secure electronic signature of the applicant.

You must not forget to declare the company in the Register of Employers kept by the relevant branch of the Social Insurance Agency. This must be done within eight days of the day on which you start to employ at least one employee. In the opposite case, you should remove the company from this register within eight days of the day on which you cease to employ any employees.

You may also reporting the setting up of a new business and register it with the tax authority electronically.

You must inform the National Labour Office of any transformation of the company, in accordance with the current Labour Code,

One-stop shop

The role of a one-stop shop is fulfilled by Trade Licensing Offices, which means that they provide the following services:

registration of the taxpayer with the tax authority and notification of the setting up of a workplace;

registration in the mandatory health insurance system. At Trade Licensing Offices, individuals may also notify changes in respect of the payer of insurance for a self-employed person.

Help & advice

Help & advice

E-mail a business organisation near you

The EU runs a network (Enterprise Europe Network) of local business organisations in most European countries that may be able to help you.

Choose your country and town and enter your enquiry below.

Thank you, your message has been sent successfully.
Due to technical problems, your message could not been sent. Please try again later.

Country

Austria

Feldkirch

Graz

Innsbruck

Klagenfurt

Linz

Salzburg

Wien

Belgium

Antwerpen

Arlon

Brugge

Brussels

Charleroi

Gent

Hasselt

Leuven

Libramont

Liège

Mons

Namur

Nivelles

Bulgaria

Dobrich

Plovidiv

Ruse

Sandanski

Sofia

Stara Zagora

Vratsa

Yambol

Croatia

Osijek

Rijeka

Split

Varazdin

Zagreb

Cyprus

Nicosia

Czech Republic

Brno

Brno

Liberec

Ostrava

Ostrava

Pardubice

Plzen

Praha

Usti nad Labem

Denmark

Aalborg

Copenhagen

Herning

Kolding

Næstved

Viborg

Estonia

Tallinn

Finland

Helsinki

Oulu

Tampere

Turku

Vantaa

France

Amiens

Annecy

Aulnat

Besançon

Bordeaux

Bourg en Bresse

Caen

Cayenne

Chalons-en-Champagne

Chambéry

Dijon

Fort-de-France

Grenoble

Lille

Limoges

Lyon

Marseille

Marseille

Montpellier

Montpellier

Nancy

Nantes

Orléans

Paris

Pointe-à-Pitre

Poitiers

Privas

Rennes

Rouen

Saint-Denis

Saint-Etienne

Strasbourg

Toulouse

Valence

Germany

Berlin

Bremen

Bremenhaven

Chemnitz

Dresden

Düsseldorf

Erfurt

Frankfurt/Oder

Freiburg

Hamburg

Hannover

Kaiserslautern

Kiel

Konstanz

Leipzig

Magdeburg

Mannheim

Mülheim an der Ruhr

München

Potsdam

Reutlingen

Rostock

Saabrücken

Stuttgart

Trier

Ulm

Villingen-Schwenningen

Wiesbaden

Greece

Athens

Heraklion

Ioannina

Kavala

Kozani

Thessaloniki

Tripolis

Volos

Hungary

Budapest

Debrecen

Eger

Győr

Miskolc

Nyíregyháza

Pécs

Szeged

Székesfehérvár

Zalaegerszeg

Ireland

Dublin

Italy

Abruzzo

Aosta

Apulia

Ascoli Piceno

Basilicata

Bologna

Bologna

Cagliari

Calabria

Calabria

Campania

Catania

Florence

Genova

Gorizia

Milano

Molise

Naples

Palermo

Palermo

Perugia

Pesaro

Pisa

Pordenone

Ravenna

Rome

Rovereto

Sassari

Sicily

Terni

Torino

Trieste

Udine

Venezia

Venezia

Venezia

Latvia

Riga

Lithuania

Kaunas

Klaipėda

Vilnius

Luxembourg

Luxembourg

Malta

Pieta`

Netherlands

Den Haag

Nieuwegein

Norway

Ås

Oslo

Stavanger

Tromsø

Poland

Bialystok

Gdańsk

Kalisz

Katowice

Kielce

Konin

Kraków

Lublin

Lublin

Olsztyn

Opole

Poznań

Rzeszów

Szczawno-Zdrój

Szczecin

Toruń

Warsaw

Warsaw

Warsaw

Wroclaw

Zielona Góra

Łódź

Portugal

Aveiro

Braga

Coimbra

Évora

Faro

Funchal

Lisboa

Ponta Delgada

Porto

Romania

Arad

Bacau

Bucuresti

Cluj-Napoca

Constanta

Craiova

Galati

Iasi

Ramnicu Valcea

Timișoara

Slovakia

Bratislava

Prešov

Slovenia

Koper

Ljubljana

Maribor

Spain

Albacete

Alicante

Badajoz

Barcelona

Bilbao

Ciudad Real

Donostia- San Sebastian

Ferrol

Las Palmas de Gran Canaria

Llanera

Logroño

Madrid

Madrid

Murcia

Oviedo

Palma

Pamplona

Paterna (Valencia)

Santa Cruz de Tenerife

Santander

Santiago de Compostela

Sevilla

Toledo

Valencia

Valladolid

Vitoria- Gazteiz

Zaragoza

Sweden

Borlänge

Göteborg

Jönköping

Kramfors

Luleå

Malmö

Örebro

Östersund

Stockholm

Umeå

Västerås

Växjö

United Kingdom

Belfast

Bristol

Cambridge

Cardiff

Coventry

Inverness

London

Manchester

Newcastle

Yorkshire and Humber

Enter your message here *

* required field (you must enter data here)