Generally yes. The Bonds Act permits publication of terms and conditions on the issuer's website, but the National Bank of Slovakia treats this as a public offer because it is ordinarily accessible to a wider audience. A declaration that the offer is private does not help. A public offer may nevertheless qualify for a prospectus exemption. An open website is particularly sensitive where the audience is limited; volume- and value-based exemptions are assessed under their own conditions.
The law permits it, and the regulator draws consequences
The issuer must make bond terms and conditions available no later than the first day of issuance. The law offers three methods (Section 3(7) of Act No. 530/1990 Coll.): a durable medium, the issuer’s website, or the website of the financial institution placing or selling the bonds.
The choice has legal consequences. In its guidance on public offers of securities, the National Bank of Slovakia expressly states that if an issuer chooses its website to make the terms available, publication is treated as a public offer, despite any declaration that it is a “private offer”, because the information is ordinarily accessible to a wider audience.
Why exemptions are particularly affected
If the issue operates under a prospectus regime, nothing changes: the prospectus is published and the offer is deliberately public. Particular care is required with an exemption tied to the audience, such as an offer to fewer than 150 non-qualified persons in a Member State or exclusively to qualified investors.
Making the terms openly available may undermine the condition that the offer be addressed to a limited audience. The public nature of an offer does not, however, itself defeat every prospectus exemption: for example, a denomination of at least EUR 100,000, a minimum acquisition of EUR 100,000 per investor and the volume-based exemption each have their own conditions under the Prospectus Regulation. The terms contain all three items the NBS requires for the public offer definition: security type, issuer and return.
What to do
If relying on an exemption tied to a limited audience, make the terms available in a way that preserves that audience: on a durable medium to individually approached investors, or through the placing financial institution’s website with access restricted to the audience meeting the exemption. If the terms must appear on your own website, account for that when choosing the issue’s regime at the outset, before launching the page.
See also when a bond offer is a public offer and our bond issuance in Slovakia service.
This answer provides general information on the law as at 10 September 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.
