Incorporation

Incorporation Articles

Incorporating Beyond U.S. Borders

Incorporating a limited liability company in the Czech Republic involves a series of steps and requires various incorporation articles. The procedure and time required for registration may vary depending on the individual judge of the Commercial Register approving the application and on the district in which the company is located.

In the event the Czech company is to be entirely or partly owned by a legal entity (domestic or foreign), it must first obtain notary verified originals or copies of numerous documents regarding the founder(s) of the company. In cases where a treaty on mutual recognition of legal documents does not exist between the Czech Republic and the country where the seat of the founder is located, it will be necessary to have the above documents "superlegalized" or "consularized". The company must then obtain official Czech translations of all documents.

The next step is to find office space for the registered address of the Czech company and sign a lease for the premises. The company must then sign the Founding Memorandum of the Czech company before a Czech notary (if only one founder, the Founding Memorandum must be prepared in the form of a Notarial Protocol). Validity of the Founding Memorandum is 90 days and must be filed with the Trade License Office and the Commercial Register during this period. Next, the company must open a company bank account with a bank located in the Czech Republic. Article provides a list of the remaining steps to be taken.

The following is a summary of the steps involved and documents required when incorporating a limited liability company in the Czech Republic. The procedure and time required for registration may vary depending on the individual judge of the Commercial Register approving the application and on the district in which the company is located.

1. In the event the Czech company is to be entirely or partly owned by a legal entity (domestic or foreign), it must obtain notary verified originals or copies of the following documents regarding the founder(s) of the company:

a) Certificate of good standing or certificate of incorporation,
b) Articles of incorporation,
c) Resolution of the Board of Directors on establishment a limited liability company in the Czech Republic and appointment of the statutory representative (managing director) of the Czech company,
d) an incumbency certificate, stating that the individual(s) signing the resolution are authorized to act on behalf of the founding company, or as an alternative, an extract from the company register showing that the individual(s) signing the resolution are authorized to act on behalf of the founding company,
e) Power of attorney for a representative authorizing him/her to act on behalf of the founder in establishment of the Czech company.