Shares, bonds and financing · Slovakia
Transfer of title by way of security
Lending a substantial amount and a pledge or mortgage is not enough? With a security transfer, the debtor or a third party temporarily transfers ownership of an asset (or another right) directly to you, receiving it back after the debt is repaid. However, the law imposes strict requirements on this agreement, and poorly drafted agreements do not withstand court scrutiny. We prepare it with every requirement under § 553 et seq. of the Civil Code and a considered procedure for non-payment.
- Stronger creditor position than a pledge or mortgage
- Full compliance with § 553a requirements
- Prices agreed upfront
What we'll do for you
Complete preparation of a security transfer under Slovak law, from assessing suitability through an agreement containing all statutory requirements to cadastral documents.
Select an item to see the details.
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Initial consultation
We assess whether your claim is better secured by a security transfer, pledge, mortgage or another instrument — and what can actually be transferred, from movable assets and real estate to receivables.
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Agreement meeting statutory requirements
A written agreement defining the secured obligation, identifying the transferred right, setting out the parties' rights and obligations during the transfer, valuing the right in money and specifying enforcement — everything § 553a requires on pain of invalidity.
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Procedure for non-payment
We arrange how the transferred right will be realised, the minimum bid at a voluntary auction, the 30-day notice before enforcement and return of surplus proceeds — strictly within the limits the law allows the creditor.
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Cadastre and registers
For real estate and rights entered in a public register, we prepare the documents to record the temporary nature of the transfer, as the law requires of the creditor.
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Coordination and delivery
We align the agreement with the loan, credit or other principal agreement and deliver a clean version ready for signing, explaining how the security works in practice.
Deliverablea security transfer agreement ready for signing, including documents to record the temporary nature of the transfer in the cadastre where real estate is involved
How it works
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- Consultationday 0
We review the claim, transferred right and debtor's creditworthiness — and tell you whether a security transfer suits your situation or another instrument would serve you better.
- Draft agreement
We prepare the agreement with all mandatory terms, including valuation and enforcement method, and explain what each provision protects.
- Signing and registrationto suit you
We coordinate signing and, for real estate or a registered right, prepare documents recording the temporary nature of the transfer in the cadastre or other register.
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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How does a security transfer differ from a pledge or mortgage?
With a pledge or mortgage, the debtor retains ownership of the asset and the creditor holds only an encumbrance over it. A security transfer temporarily transfers ownership or another right directly to the creditor, who holds it while the debt exists. Upon repayment, the right returns to the transferor. Which instrument is suitable depends on the asset, claim amount and risk — we compare them at the initial consultation.
What must the agreement contain to be valid?
Under § 553a of the Civil Code, the agreement must be written and define the secured obligation, identify the transferred right, specify the parties' rights and obligations during the transfer, value the right in money, set out the enforcement method and minimum bid at a voluntary auction, and identify the debtor where a third party provides security. Missing mandatory terms are a common reason courts declare these agreements invalid — which is why they are central to our work.
What happens if the debtor does not pay?
The creditor may enforce the security transfer and realise the transferred right using the method agreed in the contract or an auction. Written notice of enforcement must be given at least 30 days in advance, and the creditor must exercise due care when selling. If proceeds exceed the debt and ancillary claims, the surplus is returned after deducting reasonably incurred costs. We arrange this entire mechanism in the agreement upfront to avoid unnecessary enforcement disputes.
Can I simply keep the asset as creditor if the debt is not repaid?
Not automatically. Agreements under which the creditor satisfies the debt by permanently retaining the transferred right are invalid if concluded before the secured claim falls due — this is the prohibition on forfeiture arrangements. We therefore draft the agreement to avoid this risk and allow the creditor to obtain satisfaction through lawful realisation.
How does it work with real estate?
Ownership is transferred to the creditor by cadastral registration, and the law requires the temporary nature of the transfer to be recorded in the cadastre. While the security exists, the creditor may neither transfer the property to another person nor encumber it in another person's favour. Upon repayment, ownership returns — we prepare cadastral documents for both directions.
Legal Q&A
Common questions on this topic
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The lender wants the property to become theirs automatically if the loan is not repaid. Is that legal?
No. An agreement concluded before the debt falls due under which the creditor would acquire ownership of the collateral is invalid by law: this is prohibited forfeiture of collateral. Courts assess the true purpose of the entire transaction, so a sale or gift agreement signed alongside a loan 'just in case' will not stand either. The creditor should obtain payment by selling the collateral and return the surplus proceeds to the debtor; the same rule applies to a transfer of rights by way of security.
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The other party wants an ‘irrevocable’ power of attorney as security for the deal. Can we give one?
You can grant it, but the ‘irrevocable’ element will not work: a principal cannot validly waive the right to revoke authority at any time. A power of attorney is therefore not a security instrument, and a structure allowing the other party to transfer your assets to itself on default also comes dangerously close to prohibited appropriation of collateral. Protect the transaction through escrow, a pledge or conditions in the agreement itself.
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Can our s. r. o. buy back its own business interest and hold it for future employees?
No. A limited liability company cannot acquire its own business interests unless the law exceptionally provides otherwise (Section 120(1) of the Commercial Code), so an s. r. o. cannot create an equity pool for future employees. Its participation programme must use another structure: options over existing members' interests, phantom equity, or conversion to a simple joint-stock company.
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Further reading
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Listing Act from 5 June 2026: what changes for Slovak issuers and what does not
European prospectus rules change from 5 June 2026. Slovakia’s EUR 5 million threshold remains, however, making some headlines about EUR 12 million misleading for Slovak businesses. What actually changes.
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ESOPs in Slovakia: s.r.o., a.s. or j.s.a. — which form supports employee equity?
Promising key people equity is easy. Delivering depends on the legal form: an s.r.o. creates substantial obstacles, an a.s. offers tools only for employees, while a j.s.a. has an ESOP mechanism built into the law.
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