Shares, bonds and financing · Czechia and Slovakia
Bringing an investor into your company
Bringing in an investor is more than transferring equity. It redistributes control of the company. We prepare the term sheet, investment agreement or convertible loan and structure shareholder relations so you understand what you are giving the investor and what you retain. For Slovak and Czech companies, representing founders or investors.
- Lawyer admitted to both the Czech and Slovak Bar Associations
- Representing founders or investors
- Prices agreed upfront
What we'll do for you
The details of investment documents matter: liquidation preferences, anti-dilution clauses and veto rights can turn an attractive investment into a loss of company control. We explain their effects in plain language and negotiate wording you can live with.
Select an item to see the details.
-
Initial consultation and strategy
We review the investment terms and explain which are standard, which go further and where you have room to negotiate.
-
Term sheet
We prepare or review the term sheet so the key terms are settled before costly work on the full documentation begins.
-
Investment documents
An investment agreement with warranties and drawdown conditions, or a convertible loan with clear conversion rules, depending on the chosen structure.
-
Shareholder relations after investment
A shareholders' agreement and amendments to the memorandum or articles — voting, vetoes, equity transfers, drag-along, tag-along and exit.
-
Implementation and registration
Corporate resolutions, share capital increases, transfers and Commercial Register filings — we take the investment through to legal completion.
Deliverablesigned investment documents and registered changes — an investor in your company on terms you understand
How it works
Does this process fit your matter? Describe it to the attorney →
- Consultationday 0
We map out the arrangement with the investor and recommend a structure — direct equity investment, a convertible loan or a combination.
- Term sheet and negotiation
We settle the key terms with the other party so the full documentation builds on an agreed foundation.
- Documentation
We prepare and negotiate the investment agreement, shareholders' agreement and corporate documents.
- Closing
Signatures, satisfaction of conditions, funds and register entries — the company gains its investor on the agreed terms.
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
Not keen on calls or email? Message us on WhatsApp →
Prefer to book a time right away? Book a consultation →
Or email us about this matter.
What clients ask
Didn’t find your question? Ask us directly →
Investment agreement or convertible loan — which is better for us?
A convertible loan is quicker and postpones the valuation discussion, making it suitable for early stages. Direct investment under an investment agreement gives both parties certainty over terms immediately. We recommend an approach based on the company's stage, the amount and the investor's requirements.
What is a liquidation preference, and should I be worried?
It gives the investor priority payment when the company is sold or liquidated. A reasonable version is standard; an aggressive one can leave founders with almost nothing at exit. These are exactly the provisions we scrutinise, explaining their impact using figures.
What do I give up by signing a shareholders' agreement?
A well-drafted agreement sets the rules: who decides what, when the investor can block a decision, how equity is transferred and what happens at exit. A poorly drafted one can strip you of control over your own company. The difference lies in details we review with you point by point.
The investor wants due diligence before investing. What should we expect?
It will examine contracts, corporate documents, intellectual property and disputes. We help prepare the documents and correct shortcomings before the review — clean due diligence strengthens your negotiating position and valuation.
We are an s.r.o. Do we need a joint-stock form for an investor?
Usually not — an s.r.o. can accommodate an investment round without changing legal form, and many rules can be set in the memorandum and shareholders' agreement. If the investor wants different share classes, however, Slovakia's simple joint-stock company offers shares with special rights — different profit entitlements, voting rights or information rights (§ 220i of the Commercial Code) — and registrable tag-along and drag-along arrangements. Legal form should be considered early; we explain what suits your case at the consultation.
The investor and company are from different countries. Can you handle that?
Yes — Czech-Slovak investment structures are part of our daily work. As lawyers admitted to both Bar Associations, we prepare documents that work in both countries, including bilingual versions.
How much does legal support for an investment cost?
It depends on the structure and extent of negotiation. We confirm the price upfront after the initial consultation — and honour what we agree.
Legal Q&A
Common questions on this topic
-
An investor wants drag-along and tag-along rights in the agreement. What do they mean?
Drag-along is a right to require a share transfer: when selling the company, the majority shareholder can require the minority to sell too, so the buyer acquires the whole company. Tag-along is the corresponding minority right to join a sale on the same terms. Both have statutory rules for a simple joint-stock company and can be registered to bind legal successors. In an s.r.o., they operate only contractually.
Read the answer -
When does a company need NBS authorisation to lend money?
It depends on whom you lend to and where the money comes from. Lending your own funds to another company does not require National Bank of Slovakia authorisation; offering and providing consumer credit does. Since 2024, trading in non-performing bank loans has also had its own licensing regime: only a licensed credit servicer may service them for a purchaser. Raising lending funds from the public crosses another regulatory boundary.
Read the answer -
Our agreement is in Slovak and English. Which version applies if the texts differ?
It is advisable to designate the prevailing text expressly, but statutory rules and the dispute forum must always be considered. Under Section 8(5) of the State Language Act, the state-language version of an agreement applies in the event of ambiguity or inconsistency in proceedings before the authorities and legal entities specified in Section 3(1). Outside this specific rule, the agreement's meaning is assessed under the governing law and applicable interpretation rules; expert examination of the translation is not automatically required.
Read the answer
Further reading
Legal due diligence before buying a company: what is checked and what usually emerges
Pre-acquisition legal due diligence examines the chain of share transfers, customer contracts, employment, software and registers. The result is practical: findings shape representations and warranties, purchase-price escrow and price adjustments.
Read more →
Put and call options: agreeing shareholders’ separation in advance
A call is a right to buy another shareholder’s interest; a put is a right to sell yours to them. In a § 66c Commercial Code shareholder agreement, they replace years of disputes with predetermined triggers, pricing and procedure. From 17 August 2026, the transfer itself requires lawyer authorisation or a notarial deed.
Read more →
NBS scrutinised corporate bond sales: what distributor inspections revealed
Corporate bonds commonly enter Slovak retail investors’ portfolios. NBS issued a distribution benchmark and found full implementation at only one of nine distributors inspected. Implications for issuers and sellers.
Read more →