Legal Q&A · Company financing

How long does NBS prospectus approval take?

Law as at 9 August 2026

Short answer

The standard prospectus approval period is 10 working days from submission of the application. For an issuer with no securities admitted to trading on a regulated market that has never offered securities to the public, the first draft has a 20-working-day period. A prospectus supplement is approved within 5 working days. Crucially, deficiencies restart the period when remedied: the quality of the initial submission determines the overall time, rather than the statutory period alone.

Statutory periods

The National Bank of Slovakia approves prospectuses within the periods laid down in the Prospectus Regulation. It summarises its procedure in guidance on prospectus scrutiny and approval:

DocumentPeriod
Prospectus, including a registration document or universal registration document10 working days
First draft prospectus of an issuer with no securities on a regulated market that has never made a public offer20 working days
Subsequent rounds for such an issuer, following supplementation or a revised draft10 working days
Prospectus supplement5 working days
Frequent issuer’s prospectus consisting of separate documents5 working days
Cross-border prospectus notification1 working day

Where time is actually lost

The period runs from submission of the application. However, if the draft prospectus fails to meet the standards of completeness, comprehensibility and consistency, or changes are needed, it restarts when the revised draft or requested additional information is submitted. There is no limit on the number of rounds.

In practice, the actual time to approval therefore depends on how many rounds of comments the prospectus requires. This makes an informal pre-application consultation worthwhile. The NBS allows these for specific questions only: it does not assess the entire prospectus in that consultation, and expects the applicant’s own analysis of the question.

Two things that must be ready before filing

The timetable must also allow for two administrative steps that cannot be left until the last minute:

  • An LEI code is mandatory information in the prospectus, registration document and universal registration document. The issuer must obtain it before applying.
  • Access to the Central Register of Regulated Information (CERI) must be requested online in advance. The NBS sends login details by post to the issuer’s address, or electronically with an electronic signature.

Without CERI access, after approval the issuer cannot fulfil its duty to upload the prospectus and notify the NBS of the date and time of upload and the assigned file name.

How to streamline the application

If the draft is substantially similar to a prospectus previously approved by the NBS for the issuer, a comparison version of both documents may be submitted, or all changes against the approved prospectus may be marked. The application must confirm that the information is current and complete. The draft is submitted electronically in an editable text format, not as a locked PDF.

See also when you need a prospectus and our bond issuance in Slovakia service.

This answer provides general information on the law as at 9 August 2026. It does not constitute legal services or replace an assessment of an individual case. The details of your situation may differ. Book a consultation to discuss them.

More legal questions

All questions and answers
  1. Our customer is in bankruptcy. Can we set off what it owes us against what we owe it? Often yes; the Bankruptcy Act does not prohibit set-off across the board. You must, however, properly lodge your claim in the bankruptcy, failing which it cannot be set off against a claim of the debtor. Also excluded are set-off of your pre-bankruptcy claim against a claim that arose for the debtor only afterwards, and set-off of a claim you acquired from another person only after the declaration of bankruptcy. Where set-off does not work, you pay your debt to the trustee in full and receive only a share of the distribution on your own claim.
  2. The company whose loan I guaranteed has gone into bankruptcy. Do I have to pay its debt? Generally yes. A suretyship ends only when the secured obligation ends, and where the company ceases to exist as a legal entity the Commercial Code expressly provides that the suretyship continues. With a commercial suretyship the creditor need not even call on the debtor once bankruptcy has been declared, because it is beyond doubt that the debt will not be paid. The surety nevertheless keeps all of the debtor’s defences and, having paid, may seek recourse against the debtor.
  3. Can our s. r. o. buy back its own business interest and hold it for future employees? No. A limited liability company cannot acquire its own business interests unless the law exceptionally provides otherwise (Section 120(1) of the Commercial Code), so an s. r. o. cannot create an equity pool for future employees. Its participation programme must use another structure: options over existing members' interests, phantom equity, or conversion to a simple joint-stock company.
  4. Can we offer employees shares below their issue price? Yes. A general meeting resolution increasing share capital may approve employees acquiring a specified number of shares below their issue price, provided the company covers the difference from its own resources (Section 204(4) of the Commercial Code). Existing shareholders' pre-emption rights are not an obstacle: by law, issuing shares to employees constitutes an important company interest justifying their exclusion.

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Mgr. Patrik Tulinský, LL.M. Czech and Slovak attorney · SAK 300422 · ČAK 19654

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