A pledge over securities arises only upon registration in the pledge register maintained by the central securities depository: signing the pledge agreement alone is insufficient. The pledgee or pledgor submits the registration instruction with written confirmation of the agreement's contents. For shares in an account maintained by a member, the instruction is submitted through that member. Alongside the parties and securities, the register records the amount and maturity of the secured claim.
A bank or investor providing financing often requires shareholders to pledge their shares. For securities, however, the procedure differs from the familiar real estate process: creation of the pledge is determined by the central securities depository’s records, rather than the land register or notarial register.
Signing the agreement is only the first step
An agreement to pledge securities must be in writing (Section 48(2) of Act No. 566/2001 Coll.), and it cannot be used to pledge securities that are already pledged (Section 48(3)). Signing alone does not create the pledge:
Unless this Act provides otherwise, a contractual pledge over securities arises upon registration of the pledge in a separate record of pledged securities (‘the pledge register’).
— Section 45(1) of Act No. 566/2001 Coll. (unofficial English translation)
The central securities depository maintains the pledge register for both book-entry securities recorded in its issuer’s register and certificated securities (Section 45(2)). No entry is therefore made in the Notarial Central Register of Pledges.
Who submits the instruction, and where?
The pledgee or pledgor may submit the registration instruction, attaching written confirmation of the contents of the securities pledge agreement signed by both parties (Section 50(1)). It is submitted to whoever maintains the holder account: the central securities depository if the account is maintained directly there, otherwise the member, who forwards the instruction to the depository without delay (Section 50(2)).
In CDCP practice, form F10 is used. The applicant selects registration under Section 45 or Section 53a. The latter is the special financial collateral regime for banks, securities dealers and other financial institutions, under which the right arises by registration directly in the holder account (Section 53a(1) and (3)). If the shares’ transferability is restricted, the explanatory notes to the form state that the depository also requires the issuer’s consent to the pledge, with an officially certified signature. For registered shares whose transfer is subject to the company’s consent under its articles, that consent is a condition for the pledge itself to arise (Section 156(11) of the Commercial Code). We rely on versions of the forms and explanatory notes from before 17 August 2026. Check their current versions before filing.
What the register contains and who can see it
The register contains information about the pledgor and pledgee, identification of the pledged securities, their quantity, the amount of the claim secured by the pledge, its maturity and the registration date (Section 47(1)). The depository issues an extract to anyone on written request, but only with limited information: it shows the pledgor, security, quantity and registration date, but not the claim amount or the creditor’s identity (Section 47(2)).
Amendment, termination and an additional block
A pledge is also amended and terminated by registration (Section 46(1)). The pledgee must submit an instruction to register termination without delay. The pledgor may also do so if they provide confirmation that the obligation has been discharged or another document from the creditor (Section 50(5)). In addition to registration, the pledgee may require suspension of the right of disposal, which blocks dealings in the pledged shares. We discuss this in suspension of the right of disposal.
How we can help
We prepare the pledge agreement, confirmation of its contents and instructions through pledges over securities. If the security forms part of financing, this connects with credit and loan agreements. We take over communication with the depository through representation before CDCP. Contact us before promising the creditor a drawdown date: registration has its own requirements and timing.
This answer provides general information on the law as at 29 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.
