To give shares as a gift, you need a written gift agreement. For book-entry shares, your son becomes the owner only when the transfer is registered in his account. For accounts it maintains, CDCP requires the instruction to be accompanied by the original agreement or an officially certified copy, with officially certified signatures of both the donor and the recipient. For certificated registered shares, endorsement, delivery of the certificate and entry of the change in the register of shareholders are required. Check the articles of association in advance, as they may make the transfer conditional on the company's consent.
If you want to hand over the family joint-stock company to your son gradually, you can start by giving him shares. Act No. 566/2001 Z. z. on Securities treats a gift as a transfer, meaning a change of ownership under an agreement (Section 19(1)). The precise steps depend on whether the shares are book-entry or certificated. For book-entry shares, entry in the records is decisive; for certificated registered shares, endorsement and the register of shareholders are key.
The agreement must be in writing
The following quotation is reproduced in its original language:
Zmluva o darovaní cenných papierov sa spravuje ustanoveniami Občianskeho zákonníka o darovacej zmluve, ak tento zákon neustanovuje inak. Zmluva o darovaní cenných papierov musí mať písomnú formu.
A written agreement is therefore always required, even though the Civil Code does not require one for movable property handed over when the gift is made (Section 628(2)). An agreement providing for performance only after the donor’s death is invalid (Section 628(3)). Passing shares on after death must therefore be dealt with through inheritance, rather than a gift. The donor may seek the return of the gift if the recipient behaves towards the donor or members of the donor’s family in a manner that grossly violates accepted standards of morality (Section 630).
If your son is a minor, a parent cannot represent him in a transaction in which their interests could conflict. In that case, the court appoints a guardian to represent him in that transaction (Section 31(2) of Act No. 36/2005 Z. z. on the Family). Whether this applies to your gift must be assessed before signing.
Book-entry shares
Your son becomes the owner only when the transfer is registered on the basis of an instruction (Section 22(1)). Both you and your son must submit an instruction within the period agreed in the agreement or, if no period is agreed, within 7 days of its conclusion (Section 23(1)). If the instructions do not match in substance, the transfer will not be executed (Section 23(2)). Your son needs an owner’s account, which a depository member, such as a bank or an investment firm, opens for an individual (Section 105(3)).
If the shares are held in an account maintained directly by CDCP, an individual has, since 1 February 2022, been required to submit an instruction to register a transfer through an authorised participant or a depository member. According to CDCP’s page on securities transfers, for a gift the instruction must be accompanied by the original gift agreement or an officially certified copy, with officially certified signatures of the donor and the recipient. If the shares are held through a bank acting as a depository member, check its requirements directly with the bank. The distinction between a transfer by agreement, a transfer by operation of law and a movement between accounts is explained in the question on transfers by agreement, transfers by operation of law and movements of securities between accounts.
Authorisation by an attorney does not replace official certification of signatures. The Act on the Legal Profession provides for it in relation to an agreement transferring real estate, a founding document, an agreement transferring an ownership interest and a shareholders’ agreement by which shareholders of a simple joint-stock company establish registered rights (Section 1a(1) of Act No. 586/2003 Z. z.), and for other legal acts only where the law requires a document authorised by an attorney (Section 1a(2)). For gifts, the Securities Act requires only written form. CDCP requires officially certified signatures under its terms and does not list authorisation by an attorney as a substitute.
Certificated registered shares
The transfer is effected by endorsement and delivery of the share certificate (Section 156(4) of the Commercial Code). It takes effect in relation to the company only when the change is entered in the register of shareholders (Section 156(7)). The central depository maintains the register and makes entries on the company’s instruction (Section 107(8) of the Securities Act). If the company delays the entry, see the question on a company’s failure to register a change of shareholder.
For both book-entry and certificated shares, check the articles of association first. If they make the transfer of registered shares conditional on the company’s consent (Section 156(9) of the Commercial Code), the transfer cannot proceed without it. If the company does not decide on the request within the period specified in the articles of association, it is deemed to have granted consent. For book-entry shares, CDCP’s form requires the issuer’s consent, bearing an officially certified signature, to accompany the instruction.
Income tax
Income received as a gift of shares falls outside the scope of income tax unless the gift is provided in connection with employment or an activity under Section 6, such as a business activity (Section 3(2), letter a) of Act No. 595/2003 Z. z.). Tax applies only to subsequent income from the shares, such as income from their sale (Section 8(1), letter e)). On the sale of shares that your son did not purchase, the law treats the price of the security determined at the time of acquisition as an expense (Section 8(5), letter b)). It is therefore advisable to document the value of the shares on the date of the gift and confirm the approach with a tax adviser. If you were to give an ownership interest in an s. r. o. instead of shares, different rules would apply, as explained in the question on transferring an ownership interest to family members without consideration.
We will review the articles of association, the form of the shares and the accounts, prepare the gift agreement and instructions, and coordinate the procedure with the depository or bank as part of our share transfer service.
This answer provides general information on the law as at 3 October 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.
