Czech Republic

Main » Jurisdictions » Czech Republic

Czech Republic

GENERAL INFORMATION ABOUT JURISDICTION

 

The Czech Republic – is a country, actually located in the Central Europe. The country is bordered by Poland in the north, by Germany in the north-west and in the west, by Austria in the south and by Slovakia in the east.

Following the World War I the Czech Republic, Slovakia and Subcarpathian Rus’ were combined in a whole republic of the Czechoslovakia.  Following the World War II Czechoslovakia appeared in the Soviet Union’s influence till 1993 when the Czech Republic and Slovakia got their independence.

Czechia nowadays is a welcoming country, known for its hospitable people, tasty beer and tourist sights.

Advantages:

  1. High rate of trust to the company’s founders.
  2. Czechia – new member of EU.
  3. Simple procedure of VAT number receipt.
  4. Freedom of statutory regulation of company’s structure and activity.

Types of companies

Company’s registration in the Czech Republic enables not only to run business in Europe but also to get real property in Czechia (according to general rule is prohibited for non-residents) and to get residence permit in this wonderful  European country. The following types of companies are the most popular in Czechia:

  • Limited liability company (Spolecnost s Rucenim Omezenym s.r.o.).
  • Stock company (Akciova Spolecnost a.s.).
  • Cooperative company.
  • Subsidiary company.

Limited liability company (s.r.o.) – is the most attractive form for foreigners interested in legal presence within the Czech Republic. This type is popular due to its speed of registration terms, liberal reporting system and simplicity of management.  Maximum quantity of participants – 50, minimum quantity – 1 (in such case a founder is obliged to provide the state registrar with sole resolution about further company incorporation instead of filing the incorporation agreement). 

Company’s director shall be a resident of the Czech Republic. Formation of a board of directors is not required. If that point is prescribed by the Articles of Association then a supervisory board may be formed. The Czech legislation’s detail is the requirement to obtain license for each type of company’s activity, with obligatory appointment of executive person (resident) to be responsible for such licensing.

The following documents shall be formed and filed for the company incorporation in the Czech Republic:

  • Application form for company’s registration.
  • Documents of founders.
  • Incorporation agreement.
  • Articles of Association.
  • Confirmation of payment of statutory capital.
  • Minutes of the first founders meeting.
  • Certificate of no criminal record of future executive directors.
  • Certificate of absence of tax preferences of founders.

Within 90 days after filing an application, the state registrar has to make decision concerning incorporation and has to send the certified documents that confirm the registration of incorporation. VAT number receipt is carried out separately, application for its receipt may be submitted anytime following company registration.  

Minimum statutory capital – 200 000 CZK (approx. 7 750 EUR), however each founder shall pay 30% of the statutory capital at the moment of registration, and total amount of depositing capital shall be not less than 100 000 CZK.

Stock company (a.s., may be formed by 1 individual, or 2 individuals  or legal entities, by means of stock company’s incorporation and issue of shares, or investors’ invitations confirming that  by appropriate minutes of the meeting. Stock company may issue both registered shares and shares to bearer.

Main company body is meeting of shareholders, which shall be held not less than once per year.  Approval of most decisions require consent of simple majority of voters, decisions regarding amendments to articles of association, issue of bonds or company’s liquidation shall be made by 2/3 of present voters.   

The Company shall be governed by the Board of Directors, consisting of three directors (Czech residents) as minimum.

Stock company shall maintain a supervisory board. The quantity of its members shall be divisible to three.

Minimum statutory capital is 20 mln. CZK (approx. 776 500 EUR). Till the moment of registration it is obligatory to pay 30% of monetary contributions and 100% of non-monetary contributions.

Each stock company shall maintain reserve fund excluded from turnover in the amount of not less than 30% of statutory capital.

1. TAXATION

One of positive feature of the Czech legislation is its foreseeability. Forthcoming amendments to the law regulation are announced 1-2 years ahead.

Corporate tax: in 2008 – 21%, since 2009 – 20%, since 2010 – 19%.

VAT: 19%, reduced tax rate – 9%.

Tax on dividends: 15%.

Tax on royalty: 15%.

Tax on interests: 15%.

General corporate tax levies on capital increase.

Reports

As a rule the end of financial year comes on December 31 in the Czech Republic. The company may choose another date but the timeframe shall remain the same and shall not exceed 12 calendar months.

Taxes shall be paid:

Once per year – if profit does not exceed 30 000 CZK (approx. 1150 EUR).

Every 6 months – if company’s profit amounts from 30 000 to 150 000 CZK (approx.1150–5825 EUR).

Quarterly – if profit does not exceed 150 000 CZK (approx. 5825 EUR).

Large companies and all stock companies shall be obligatory audited each year.

2. NOMINAL SERVICE

For company registration in Czechia by foreigners the nominal service is highly needed considering that a founder, non- EU resident, is obliged to collect additional set of documents (e.g. translated into Czech languages and certified certificates of no criminal record issued by the country of birth, country of residence and by the Czech Republic) that makes use of nominal service highly desirable at the first stages of company  existence and convenient for further activity.

3. OPEN INFORMATION

Name of company, date of registration, company number, type of licensed activity, type of company, government body, and capital of company.

Above mentioned information is accessible to public at official website of the Ministry of Justice of the Czech Republic.

4. PROHIBITED ACTIVITY

Before you start company registration in Czechia you have to know which types of business activity are allowed to carry for citizens of foreign countries.

It is permitted any type of business activity which is not forbidden by law. All types of business activities are subject to obligatory licensing except the rent of real property.

5. DOUBLE TAX AVOIDANCE AGREEMENTS

Czechia concluded more than 70 double tax avoidance agreements with Russian Federation and Ukraine. (Agreement with former USSR is still active for Ukraine).

Company registration in Czechia is a fast and reliable process using services provided by Campio Group.

Campio Group will provide assistance in company registration in this jurisdiction.