Registered Office Legalities

If a foreigner establishes a Czech company for the purpose of starting a business or buying property, there is one problem he has to face right from the start. While he has no intention of moving to the Czech Republic and/or renting or buying a fully-equipped and staffed office in the country, the law (though unintentionally) seems to force him to do so by applying restrictive rules on the location of the registered office of his company. In contradiction to countries like United Kingdom, where it is possible to place the registered office of a company anywhere by filing a single form to Companies House, the legislation requires the registered office of a Czech company to be in accordance with the place where its management resides and where the company can be contacted by the general public.

There is no legal provision offering a reasonable alternative for those unable to meet this condition, e.g. abroad-residing foreigners who own and manage Czech single-purpose vehicles holding Czech real estate. As a result of the fact that the mentioned legal requirement disqualifies non-residents (and as such, it is often considered to be inconsistent with the prevailing EU legislation), the practice shows that the Czech authorities consider as tolerable if the registered office of a Czech entity is located in a place where remaining legal requirements relating to a registered office are met. Irrespective of whether the registered office is located in premises rented and staffed by the company or in a business center managed by a professional provider of registered office services, such conditions are:

– The Czech company has to have a legal title (ownership title, rental agreement) to the premises where its registered office is located.

– The company has to ensure a continual contact between the company (i.e. its representatives or proxies) and the general public, as well as between the company and the  representatives of the state authorities. In other words, mail addressed to the Czech company and sent to its registered office must be taken over by a company representative or proxy. Also, the general public or representatives of the state authorities have  the right to visit the registered office in person and meet a representative or proxy of the company.

– The registered office of a Czech company must be duly indicated by its company name and company number (IC).

According to the current legislation, the legal title to the registered office must be proved to the Trade Authority when the company applies for its trade licenses, and to the Commercial Registry at the moment when the company gets registered or when it changes the registered office. Documents to be presented to the above authorities are:

– extract from the Land Registry (not older than 3 months) showing the owner of the premises,

– rental agreement between the company and the owner of the premises (this document is required by the Trade Authority only), 

– confirmation of the owner that he/she has no objection against using the premises as the registered office (unless this confirmation is included in the rental agreement).