Buying, selling and reorganising businesses · Czechia and Slovakia
Holding structures
The business is growing, assets are accumulating in the same s.r.o. that bears all operational risks, and every new project, shareholder or country adds complexity. We design your holding structure and implement it from company formation and ownership transfers to shareholders' agreements. In Czechia, Slovakia and across borders, from one office, without coordinating two legal teams.
- Lawyer registered with the Czech and Slovak Bar Associations
- Slovak and Czech entities from one office
- Prices agreed in advance
What we'll do for you
We tailor the scope to what you already have. Sometimes forming a parent company and transferring interests into it is enough; elsewhere, we build the group from scratch in both countries. We explain in advance what your structure will include and what it will cost.
Select an item to see the details.
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Consultation and structure design
We map the existing companies, objectives and risks and propose the parent-subsidiary arrangement, including where each company should be based and why.
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Company formation
Parent and subsidiary companies in Czechia or Slovakia — founding documents, notary and Commercial Register entry. Both countries without travel.
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Ownership and share transfers into the holding structure
Transfer agreements, corporate resolutions and registration of changes. For a Slovak s.r.o., including mandatory lawyer's authorisation of the agreement, which we provide directly at signing.
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Intragroup contracts
Agreements between group companies for services, leases, licences or financing, so internal relationships are documented rather than based on habit. We coordinate intragroup pricing (transfer pricing) with your tax adviser.
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Shareholders' agreements
An agreement covering group management, decision-making, ownership transfers and dispute resolution — crucial for families and multiple shareholders alike.
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Registers and records
Registration of ultimate beneficial owners in Czechia and Slovakia following the restructuring, and entry in Slovakia's Register of Public Sector Partners where required if the group does business with the state.
Deliverablea designed and registered holding structure, including incorporated companies, transferred ownership interests, intragroup contracts and complete group documentation
We do not provide tax advice. Your tax adviser addresses the structure's tax and accounting implications. We are happy to coordinate legal implementation with them so the structure works legally and for tax purposes.
How it works
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- Consultation and proposalday 0
We discuss existing companies, objectives and timing. You receive a proposed structure explaining each step and an exact implementation price.
- Coordination with your tax adviser
You review the proposal with your tax adviser; we explain the legal aspects and incorporate changes needed for tax reasons. If you do not have an adviser, we connect you with a trusted one.
- Formation and transfers
We form the necessary companies and transfer ownership interests or shares into the holding structure, including corporate resolutions, lawyer-authorised agreements and entries in the Czech and Slovak Commercial Registers.
- Contracts and handover
We prepare intragroup contracts and the shareholders' agreement, register ultimate beneficial owners and deliver the complete group documentation.
No-obligation enquiry
Ready to start?
Send us an enquiry. We reply within 24 hours with a price confirmation and next steps. The first 30-minute consultation is free and commits you to nothing.
- 1Send your enquiry via this form
- 2Within 24 h you get a price confirmation and plan
- 3We start work only after your approval
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What clients ask
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When does a holding structure make sense, and when is it unnecessary complexity?
Simply put, when a business has something to lose or divide. Assets accumulated alongside risky operations, multiple shareholders or family members, a planned sale of part of the business or expansion into the other country are typical reasons. If you have a single-member s.r.o. without substantial assets, we will probably not recommend a holding structure — and will say so openly during the consultation.
Do you also handle the holding structure's tax aspects?
No — we do not provide tax advice and do not pretend otherwise. The tax and accounting implications belong to a tax adviser. We coordinate legal implementation with your adviser or connect you with a trusted one if needed. You receive a structure that works legally and for tax purposes, each part from the professional responsible for it.
Can the parent be in one country and subsidiaries in the other?
Yes, that is a common arrangement — for example, a Slovak parent with a Czech operating subsidiary, or vice versa. We are registered with both Bar Associations, so we handle both sides, including register entries, ourselves; nothing gets lost between two firms.
Must I form new companies, or can I use my existing s.r.o.?
Often we can build on what you have: the existing company becomes a subsidiary beneath a newly formed parent, to which we transfer the ownership interests. Sometimes a fresh structure with a gradual transfer of operations is cleaner. The better option depends on the company's history, contracts and liabilities; we assess this in the proposed structure.
Does the new mandatory authorisation also apply to transfers into a holding structure?
Yes. From 17 August 2026, an ownership-interest transfer in a Slovak s.r.o. requires a lawyer-authorised agreement or a notarial deed, including intragroup transfers into a holding structure. We provide the authorisation directly at signing, without a separate visit to a notary. In Czechia, transfers follow Czech rules, which we know equally well.
How long does building a holding structure take?
You usually receive the proposed structure within a few weeks of the consultation. Implementation depends on the number of entities and transfers: a simple structure with one new parent takes several weeks; a group with entities in both countries typically takes several months. You receive the timetable with the proposal.
Legal Q&A
Common questions on this topic
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Do I pay income tax when transferring or selling a business share in an s.r.o.?
For an individual selling a business share, the difference between proceeds and acquisition cost or contribution is taxed as other income under Section 8 of the Income Tax Act. For shares acquired from 1 January 2004, the holding period alone generally does not confer an exemption; older shares are assessed under transitional Section 52(21). The standard exemption up to €500 and any historical limit must be checked against the date and method of acquisition. A legal entity has an exemption under Section 13c after holding at least 10% for 24 months. A gratuitous transfer is generally outside the recipient's income tax, and a business share transfer is not subject to VAT.
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Must I pay tax on income from selling a business share in an s.r.o.?
Generally, yes. An individual’s income from transferring a share in an s.r.o. or limited partnership, or cooperative membership rights, is other income under Section 8(1)(f) of the Income Tax Act. Tax applies to the difference between income and expenses, with the capital contribution or acquisition cost treated as an expense. A loss cannot be claimed, and the exemption is limited.
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Who is a beneficial owner, and how are they identified?
A beneficial owner is always an individual, never a company. In a company, this particularly includes anyone with a direct or indirect interest of at least 25% in voting rights or registered capital, the right to appoint or remove statutory or supervisory bodies, control by other means, or entitlement to at least 25% of the economic benefit. If no such individual can be identified, senior management, meaning the statutory body, is treated as the beneficial owner.
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Further reading
Family business succession: transferring to children during your lifetime
Leaving a family business handover to inheritance is the most expensive option: several heirs may share one interest and block decisions. Lifetime succession relies on staged transfers, an agreement between generations and often a holding structure.
Read more →
Moving a company between Slovakia and Czechia: conversion without liquidation
Since March 2024, a company can move between Slovakia and Czechia as a whole, without liquidation, a successor or transferring contracts. Cross-border conversion under Act No. 309/2023 Z. z. preserves its identity while changing its legal form and registered-office state.
Read more →
Partial division: separating part of a business while the original company survives
Since March 2024, property, an ongoing project or an entire division can be separated into another company without dissolving the original entity or selling the business. A partial division under Act No. 309/2023 Z. z. transfers the selected part, and everything attached to it, on one date.
Read more →