The new law, which will replace the current legislation dating from 2003, will come into force on 17 August 2026. It changes the format of key corporate documents, expands the role of notaries in registrations, shortens the time limits for registering cross-border conversions and introduces the reservation of trade names.

What is changing

The reform affects both the registration process and the form of corporate documents. For company management, it is important to note that most of the changes will impact day-to-day operations — from company formation through routine registration of changes to cross-border transactions.

Form of founding documents. The memorandum of association, articles of association or statutes of every commercial company will have to be drawn up in the form of a notarial deed or a contract authorised by a solicitor. Until now, an officially certified signature was sufficient for many forms.

Selected resolutions of the general meeting. The new requirement for authorisation by a solicitor or a notarial deed now also applies to resolutions on the dismissal and appointment of directors and to resolutions amending the memorandum of association, where these determine a different voting ratio among the shareholders. For decisions on the remuneration of statutory representatives, a notarised signature remains sufficient.

Notaries as registrars for all forms. Notaries will be able to carry out initial registrations and registrations of changes for all legal forms of commercial companies, not just limited liability companies as has been the case to date. However, the notary who prepared the documents cannot register them themselves.

Legal validity of online data. Data published on the Commercial Register’s website will be legally binding. It will not be necessary to provide separate proof of such data to public authorities or in commercial dealings.

Reservation of a business name. Before a company is formed, it will be possible to reserve a business name for 60 days for a fee of EUR 50. The register of reserved business names will be maintained by the District Court in Žilina.

Stricter rules on representation. In registration proceedings, the applicant may only be represented by a solicitor, a notary or a company employee with a certified power of attorney. The aim is to curb fraudulent practices.

Shortened time limits for cross-border conversions. Instead of the current 21-day period, registration for a cross-border conversion will take place immediately upon receipt of notification of the cross-border conversion’s effectiveness.

Lower fees, higher fines. The fee for the initial registration of a public limited company is reduced from €750 to €550, the initial registration of a limited liability company from €300 to €220, and the fee for registration of changes from €66 to €50. The fine for directors for breach of duty is increasing from €3,310 to €4,000 and may be imposed repeatedly.

Lifting of the ban on chaining companies. A single-member limited liability company will be able to establish another single-member limited liability company, and a natural person will no longer be limited to owning three single-member companies.

What this means for your business

The reform will affect every company planning any corporate change in the second half of 2026 — from the appointment of a new managing director through amendments to the articles of association to cross-border conversions. For a number of procedures, it will no longer be just the content of the decision that matters, but also its form. A lack of form will be grounds for refusing registration.

For groups with foreign participation, the shortening of the deadline for cross-border conversions and the new formal requirements for the conversion project are particularly relevant. For family businesses and holding structures, the lifting of the ban on chaining companies is relevant, as it removes a historical restriction on building multi-tiered structures.

For in-house lawyers and finance directors, there is an added task of monitoring deadlines for registering changes and the status of the document repository. The higher fine threshold and the possibility of repeated imposition alter the risk profile of late submissions. Some of the procedures that companies have hitherto managed without visiting a notary or solicitor will now require a more formal process and incur additional costs.

How we can help

At Paul Q, we have been addressing the new regulations since the legislative proposal stage. We provide clients with audits of planned corporate actions, the preparation of authorised founding documents, representation in registration proceedings, and advice on cross-border transformations under the new regime.

Pavol Blahušiak
Iveta Ragulová

 

Legal sources and references

  • Act No. 29/2026 Coll. on the Commercial Register and on amendments to certain acts (the Commercial Register Act), effective from 17 August 2026
  • The previous Act No. 530/2003 Coll. on the Commercial Register, which is replaced by the new legislation
  • Act No. 513/1991 Coll. Commercial Code, in particular the amended Section 57(1) (form of founding documents)
  • Act No. 71/1992 Coll. on Court Fees and the Fee for an Extract from the Criminal Register — change in rates for registration procedures
  • Explanatory memorandum to Act No. 29/2026 Coll. (Slov-Lex)