5 steps to register an LLC in the Commercial Register
A limited liability company is formed on the day it is entered in the Commercial Register. What is the process of registration in the Commercial Register, which documents do you need and how long does it take? Read on for a summary of the basic steps necessary for the formation of a company.
For complete information on the establishment of an LLC, registration in the Commercial Register and your rights and obligations, please refer to Acts 89/2012 Coll., the Civil Code in §122-131 and 90/2012 Coll., the Commercial Corporations Act in §132-242. We will now briefly guide you through the various steps to setting up a company.
1. THE ARTICLES OF ASSOCIATIONOR THE MEMORANDUM OF ASSOCIATION
The actual formation of an LLC and the establishment of the company is preceded by the conclusion of a memorandum of association (in the case of multiple founders) or a deed of incorporation (in the case of a single founder). An LLC is a capital company and therefore in both cases a notarial deed in the form of a public deed must be created.
Prepare an affidavit of the managing directors on their consent to the registration in the Commercial Register and their extract from the criminal record. This will significantly speed up the whole process of registration of the LLC.
TIP: Not going into business for yourself? Then you may need some advice on what to look out for when setting up a multi-person company.
2. TRADE LICENCE
Before the actual registration in the commercial register, it is necessary to obtain a trade license for the company. In this case, your steps will lead you to the Trade Licensing Office, where you will provide evidence of:
- the property owner's consent to the location of the future company headquarters (if the company headquarters will be in your own property, the authority will verify the ownership in the land register),
- notarial deed of incorporation (memorandum of association / deed of incorporation),
- in the case of a free trade, you do not need anything else; if you want to engage in a craft, bound or licensed trade and do not meet the conditions for professionalism, prepare the name and nationality of a responsible representative. .
You will pay an administrative fee of CZK 1,000 at the office.
3. OPENING A BANK ACCOUNT
After notarization of the deed of incorporation or the articles of association and obtaining the trade license, nothing prevents you from opening a bank account to which you will deposit the share capital - in the case of an LLC, at least CZK 1. The bank account is in the name of the company and is opened by the custodian of the deposit specified in the articles of association. In the case of a deed of incorporation, everything is handled by the founder himself.
It is not necessary to open an account if you choose a basic capital of up to CZK 20,000. You can deposit the capital up to this amount in cash at a notary in the next step.
4. REGISTRATION IN THE COMMERCIAL REGISTER
The establishment of the Ltd. dates back to the date on which it was registered in the Commercial Register. The application for registration can be filed with the registry court or it can be made by the notary who made the notarial record of the incorporation act via remote access to the register.
To enrol you need:
- a completed "Application for entry in the Commercial Register" form,
- documents of incorporation (memorandum of association / memorandum of incorporation),
- trade licences (you do not need to bring printed ones, the court or notary will check them in the trade register, but you must have the trade licences completed),
- documents proving that the share capital has been repaid, if it is higher than CZK 20,000 (statement of the deposit administrator / bank confirmation).
How long it takes to register in the OR depends on which route you choose. Express enrolment can take up to 48 hours, the standard one takes about a week.
5. WHAT TO DO AFTER ENROLMENT?
Once your company is incorporated, register it for corporate income tax with the tax office within 15 days. If you have employees, you have to register them with the CSZ within 8 days after they start working.
Depending on the planned size of your company, consider who you will entrust with bookkeeping. Do you want to work with an external accountant, hire your own full-time accountant, or start an accounting department? As an LLC, you will also file a corporate tax return and publish financial statements each year.
The last thing you need to do to ensure that your LLC can operate legally and without problems is to register the so-called beneficial owner of the company. This is the person who has the most influence on the running of the company, either legally or factually.
DO YOU NEED HELP SETTING UP YOUR BUSINESS? CONTACT US!
Are you still unclear about the procedure for setting up an LLC or do you not want to waste your time? Contact us and we will help you with the complete incorporation and registration of the Ltd. in the Commercial Register. Our specialists have many years of experience in the field. Leave your worries to us and get your business off the ground.
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