Starting a business · Czechia and Slovakia
Converting a branch into a company
Has your branch outgrown its role, or are you preparing to sell the local business? Converting a foreign company's branch into a separate company. Incorporation of the new entity, business transfer, employees and contracts, and branch deregistration.
What we'll do for you
Select an item to see the details.
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Conversion plan
We propose the process and timetable — what transfers, in what order, and how to maintain uninterrupted operations between the branch and the new company.
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Company formation
A successor s.r.o. or another legal form, including founding documents and registration — in Slovakia or Czechia, depending on the branch's location.
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Business transfer
An agreement transferring the branch's business or part of it — assets, contracts, receivables and liabilities pass as a whole, with all the formalities required for the transfer.
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Employees and authorisations
Transfer of employees to the new employer with the required information duties fulfilled, and transfer or fresh applications for licences and trade authorisations.
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Branch deregistration
Ending the branch's activities, removing it from the register and making the related notifications — conversion is complete only after this step.
Deliverablea separate company taking over the branch's activities, with its business, employees and contracts transferred and the branch deregistered
How it works
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- Consultation and planday 0
We map the branch's operations and propose a process priced by stage.
- Incorporation and transfer
The new company, business transfer agreement, employees and contracts.
- Operational switchover
The switchover date — business continues in the new company without interruption for customers.
- Branch deregistrationat the end
Formal closure and removal of the branch from the register.
A branch is an excellent first step into a foreign market — and a poor permanent arrangement for a business that has grown. Conversion into a separate company is a project with a clear sequence: incorporate, transfer the business, switch operations and deregister the branch.
We manage the entire process on both sides of the border, focusing on the switchover date — customers must not feel the transition.
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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Or email us about this matter.
What clients ask
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Why convert when the branch is working?
A branch has no separate legal personality — everything it does is directly attributable to its foreign founder, including liability and litigation. A separate company localises risk and facilitates financing, investment and a future sale. The point at which the branch's business is no longer a market test is the point to consider conversion.
Do contracts and employees transfer automatically?
On a business transfer, employees pass to the acquirer by law, retaining their entitlements and subject to information duties that must be fulfilled. Customer and supplier contracts transfer with the business, but we check key contracts for consent clauses; licences and permits generally do not transfer, and the new company needs its own. This is precisely what the conversion plan maps out.
How long does conversion take?
Depending on the size of the branch, a matter of months — the critical path runs through company incorporation, preparation of the business transfer and the transition of authorisations. Operations continue throughout; we plan the switchover to the new company for a single day.
Can you handle both sides — the founder and the new company?
Yes, Czech–Slovak combinations are exactly our field: the founder in one country, the branch in the other, and the new company where the business operates. As lawyers registered with both Bar Associations, we cover the entire chain from one office.
Legal Q&A
Common questions on this topic
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Must a memorandum of association now take the form of a notarial deed, or is lawyer authorisation sufficient?
A lawyer is sufficient. Since 17 August 2026, incorporation documents must take the form of a notarial deed recording a legal act or a document authorised by a lawyer; both forms are legally equivalent. The lawyer drafts the agreement, verifies the founders' identities, authorises it and deposits it in the central authorisation register. A notary who drafted the document may not register the same matter themselves. An exception applies to an s. r. o. formed under the simplified procedure using the state electronic form.
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We are contributing real estate to an s. r. o. When does the company become its owner?
Only when ownership is registered in the land register, rather than when the company comes into existence. Rights to other contributions in kind pass to the company on incorporation, but the Commercial Code makes an exception for real estate. The document required for the land register is the contributor's written declaration with a certified signature, rather than an agreement. Until registration is approved, the company does not own the property, and the member risks having to pay the contribution's value in cash.
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Can a business name be reserved before a company is formed?
Yes. Since 17 August 2026, a business name can be reserved in the register of reserved business names maintained by the Žilina District Court. Applications are submitted electronically through a dedicated portal, with a court fee of EUR 50. The reservation lasts until the name is entered in the Commercial Register, up to a maximum of 60 days after delivery of the confirmation. It only protects against an identical registered name; it does not resolve conflicts with trade marks or other business names.
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