Formal registration of companies has many immediate benefits for the companies and for business owners and employees. Legal entities can outlive their founders. Resources are pooled as several shareholders join forces to start a company. Formally registered companies have access to services and institutions from courts to banks as well as to new markets. And their employees can benefit from protections provided by the law. An additional benefit comes with limited liability companies. These limit the financial liability of company owners to their investments, so personal assets of the owners are not put at risk. Where governments make registration easy, more entrepreneurs start businesses in the formal sector, creating more good jobs and generating more revenue for the government.
Below is a detailed summary of the bureaucratic and legal hurdles faced by entrepreneurs wishing to incorporate and register a new firm in Slovakia. It examines the procedures, time and cost involved in launching a commercial or industrial firm with up to 50 employees and start-up capital of 10 times the economy's per-capita gross national income.
|No.||Procedure||Time to Complete||Associated Costs|
|1||Check the uniqueness of the proposed company name |
The cost of the certificate is EUR 3. The cost of a certificate issued in electronic form is EUR 0.33. An online check without charge is possible, but the information on the online website of the Commercial Register (www.orsr.sk) is not legally binding and usable for legal acts.
|1 day||EUR 3 for research in the Commercial Register|
|2||Notarize articles of association and related documents|
A company is established by articles of association signed by every founder. Signatures shall be officially verified. According to the Item C, point 3 of The Rate Tariff, which is an appendix of Ministry of Justice Ordinance No. 31/1993 Coll. on Fees and Compensations of Notaries, the fee for verification of one signature is 1.99 EUR (without VAT).
|1 day||EUR 1,99 (excluding VAT) for notary signature|
|3||Apply at the One stop shop for trade licenses, income tax registration and health insurance company |
One-stop shop centres (centres of first contact) were introduced at the Trade Licensing Offices. The one application form contains application for trade licenses, for income tax registration and registration with the health insurance company.
An individual, who is already registered in the system of mandatory health insurance submits with the application for trade license also the name of the insurance company, where he/she is registered.
For nationals, it is only necessary to submit data required to obtain an extract from the criminal record. The Trade Licensing Office will apply for the extract from criminal record itself.
|5 calendar days||The hardcopy application for a standard trade license is EUR 5 and for a regulated or craft trade license EUR 15. The electronic application for a standard trade license signed with a secure electronic signature is free of charge effective as of January 1, 2012. The fee for electronic application for a regulated or craft trade license signed with a secure electronic signature is reduced to 1/2 of the standard fee, i.e. EUR 7.50.|
|4||Open a bank account|
The cost of opening a bank account varies from bank to bank but in average is EUR 16,5 . Minum shareholder´s capital to be paid is EUR 750, before registering the company at least 30% of each shareholder´s capital (30% of EUR 750) and a total of at least EUR 2500 must be paid
|1 day||EUR 16,5|
|5||Apply for registration at the District Court |
Registration changed from a judicial to an administrative process, and court clerks became responsible for company registration. A special registration form is required to apply for registration at the County Registry Court. This form may be downloaded from the Slovak Commercial Register Web site (www.orsr.sk).The registration form can also be submitted by electronic means. The form must be signed by a secure electronic signature. In this case, the signature of the executives or the authorised person need not be certified. (There are transitional technical problems with getting electronic stignatures so the online system is not commonly used yet).
The proposal for company registration must be signed by all executives, and their signatures must be certified. If the executive is represented by an authorized person, the signature must be certified in the power of attorney.
The County Registry Court must enter changes to a Commercial Register entry, and add or delete an entry, within 5 working days of receiving the completed registration form and its supporting documents.
The business identification number is assigned by the Trade Licensing Office. The Registry Court only assigns a business identification number if one is not assigned by the Trade Licensing Office, most commonly if the licenses for the company's commercial activities are issued by another state authority.
|7 days||EUR 165,75 if the application is submitted electronically, EUR 331,5 for the hardcopy|
|6||Register with pension, sickness, and disability insurance and unemployment insurance at the local social insurance company (Socialna poistovna)|
For social security, the company must register itself as an employer w at least one day before first employment contract becoming effective and must register all new employees with the Social Insurance Company eight days before the contract becomes effective. The registration forms are available at the official Social Security Company Web site (www.socpoist.sk).
A duty to submit monthly records electronically to the Socilal Security Company is recently imposed on all employers notwithstanding the number of employees. However, there has been no amendment to the relevant law - The Act No. 461/2003 on Social Security as amended, since the law stipulates the right of the Social Security Company to determine the way in which the montly reports are submitted in accordance with the Section 231(2) hereof.
|1 day||no charge|