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Company formation in Slovakia changed on 17 August 2026, when Act No. 29/2026 on the Commercial Register replaced the act of 2003. Three changes matter for an incorporation in Slovakia now. A notary can register a new company as registrar (registrátor), alongside the registry courts. The founding document must be a notarial deed or a document authorised by a Slovak advokát. And a company that starts out with voľné živnosti from the statutory list, the trades that need no qualification, acquires its trade licence on the day it is registered, with no separate application to the trade office.
The registration itself is short by law: the registry court or the notary registers within two working days of a complete application (section 58(1)). The weeks people talk about go into the documents. To take over a company that already exists instead, see our page on ready-made shelf companies in Slovakia.
The Commercial Code knows five company forms, and a foreign company can also register a branch. Most of what follows concerns the s.r.o.
| Form | Statutory minimum capital | Founders and liability |
|---|---|---|
| s.r.o. (spoločnosť s ručením obmedzeným) | EUR 5,000 share capital, at least EUR 750 per member (sections 108, 109) | 1 to 50 members of any nationality; each liable only up to their unpaid registered contribution (sections 105, 106) |
| a.s. (akciová spoločnosť) | EUR 25,000 share capital (section 162(3)) | A single founder only if it is a legal person (section 162(1)) |
| j.s.a. (jednoduchá spoločnosť na akcie) | EUR 1 share capital (section 220t(2)) | One or more founders (section 220t(1)) |
| v.o.s. and k.s. | No share capital for a v.o.s. (section 58(2)) | Partners liable with all their assets; in a k.s. only the general partners (sections 76, 93) |
| Branch of a foreign company | None | Not a separate legal person; the foreign company is liable |
An s.r.o. is run by one or more konatelia, each acting alone unless the articles say otherwise, and a konateľ must be a natural person (section 133). The members appoint and remove them (section 125(1)(f)); a supervisory board exists only if the articles create one (section 137). The Code has no company secretary for an s.r.o., so “secretarial services” in Slovakia usually means bookkeeping, the registered office and keeping the register entry current.
Before the application is filed, at least 30 per cent of every cash contribution must be paid, and cash plus contributions in kind handed over must reach half of the statutory minimum capital, that is EUR 2,500 (section 111(1)). A single-founder company is registered only once its capital is paid in full (section 111(2)). The rest is due within five years (section 113(1)).
Until the company exists, the money is held by the contribution administrator (správca vkladu) named in the articles, normally a founder, or a bank if the articles say so (section 60(1)). A Slovak bank account is therefore not a condition of registration. The administrator’s written declaration of payment is filed with the application.
Ownership is open. Nothing ties membership of an s.r.o. to Slovak residence or nationality, and a company can be wholly owned from Ukraine, Turkey or the United States. The bars on founders with Slovak tax or social insurance arrears, or with an entry in the Slovak register of enforcement mandates, do not apply to a foreign founder (section 105b(2)).
The konateľ is different. Under section 51(4) of Act No. 29/2026, before a foreign natural person is registered as someone acting for the company, the registry court or notary checks that the person holds a Slovak residence permit, unless they are a citizen of an EU or OECD member state. A founder from Ukraine, Serbia, India or the United Arab Emirates can own the company outright, but can be its konateľ only with such a permit; otherwise the company needs a konateľ who qualifies. A disqualified person, or one listed as a debtor in the enforcement register, is refused in any case (section 51(3)).
Where the first registration lists only voľné živnosti from the statutory list, the registry also checks that each konateľ is of age, has full capacity and a clean record; a konateľ who is not a Slovak citizen supplies a criminal record extract from the state of citizenship (section 52).
The founding document is what English speakers call the memorandum of association: a zakladateľská listina for one founder, a spoločenská zmluva for several. It states the name, registered office, members, business purpose, capital and contributions, the first konatelia and the contribution administrator (Commercial Code section 110(1)).
| Document | What the law requires |
|---|---|
| Founding document | Notarial deed or advokát-authorised document, signed by all founders or by a proxy whose power of attorney bears an officially certified signature (section 57) |
| Konateľ appointment, consent and specimen signature | The specimen is signed by hand in front of a notary or an authorised notary or municipal employee (Act No. 29/2026 section 34(e) to (g)) |
| Declaration of the contribution administrator | Confirms what has been paid (section 34(k)) |
| Registered office | Ownership, a use right, or the owner’s written consent with an officially certified signature (Commercial Code section 2(3)) |
| Trade licence | Not needed for listed voľné živnosti on first registration; other trades need the trade office first (section 34(d)) |
Foreign-language documents are filed with a certified translation into Slovak (section 40). Where a certified signature is required, a document authorised by an advokát is accepted instead (section 50(4)), often the practical route for a founder abroad.
There are eight registry courts, one per regional court district; the court of the registered office is competent (Act No. 29/2026 section 4). The application is filed electronically on the designated form through the specialised portal, must be authorised, and the filer needs an activated electronic mailbox (sections 44, 45). For a new s.r.o. all konatelia sign it (section 46(3)); a representative can only be an advokát, a notary or the applicant’s employee (section 47(1)).
| Step | Rule and statutory period |
|---|---|
| Name | Must differ from registered and reserved names; a different legal form suffix is not enough (section 51(1), (2)) |
| Filing deadline | Within 90 days of founding (Commercial Code section 62(1)) |
| Notary registrar | May ask for missing items, with 15 days to supply them (section 45(6)) |
| Registry court | No withdrawal or supplement; a refusal is cured only by objections within 15 days (sections 44(5), 60(1)) |
| Registration | Within two working days of a complete application; the company exists from that day (section 58(1); Commercial Code section 62(1)) |
For simple companies the Ministry of Justice publishes an electronic founding form in Slovak and English: at most five members, cash contributions, no more than 15 listed voľné živnosti, the konateľ as contribution administrator and no supervisory board (Commercial Code section 110a). These applications go to Okresný súd Žilina, and each member must hold an account with a bank seated in an EU member state and act in person (Act No. 29/2026 sections 4(4), 53(2)).
A beneficial owner (konečný užívateľ výhod) is every natural person who holds, directly or indirectly, at least 25 per cent of the votes or capital, who can appoint or remove a konateľ or supervisory board member, who controls the company otherwise, or who is entitled to at least 25 per cent of its economic benefit (AML Act No. 297/2008, section 6a(1)(a)). Persons acting together are counted together (section 6a(3)); if nobody qualifies, the konatelia are recorded (section 6a(2)).
The UBO data are entered in the commercial register with the company (Act No. 29/2026 section 25) but are not published (section 100(2)). Authorities and obliged entities such as banks can see them, and since 10 July 2026 a person proving a legitimate interest connected with preventing money laundering can obtain limited data from the register of legal entities. Companies that take public money are in the Register of Public Sector Partners instead (sections 25(2), 56).
The tax office registers the company for income tax of its own motion from the register data and assigns a DIČ within 30 days (Income Tax Act section 49a(1), Tax Code section 67(11)).
| Obligation | Rule in force in 2026 |
|---|---|
| Compulsory VAT registration | From 1 January after a year with turnover above EUR 50,000, or at once when current-year turnover passes EUR 62,500; apply within five working days (VAT Act section 4) |
| Voluntary VAT or EU services | Voluntary registration below the threshold, decided within 21 days (section 4(7)); a non-payer registers before buying taxable services from an EU supplier or selling business services taxed in another member state (section 7a) |
| Corporate income tax | 10 per cent where taxable revenues do not exceed EUR 100,000, 24 per cent where revenues exceed EUR 5,000,000, 21 per cent otherwise (Income Tax Act section 15) |
| Minimum tax | Fixed minimum in five revenue bands where the computed tax is lower or there is a loss; not due for the tax period in which the company was created (section 46b) |
| Tax return | Three months after the year end, extendable by notice by three months, or six with foreign-source revenues (section 49) |
| Accounts and audit | Financial statements in the register within six months (Accounting Act section 23a); audit once two of three thresholds are exceeded: assets EUR 4,000,000, net turnover EUR 8,000,000, 50 employees (section 19) |
The CIT rate applies to the whole profit: a company with revenues of EUR 150,000 pays 21 per cent on all of it. A VAT payer also reports every business account to the Financial Directorate, and payments from company accounts carry the transaction tax that Slovak banks withhold; our page on bank accounts for Slovak companies explains both.
With two working days at the registry, buying saves the preparation, not a queue: the founding deed, the capital payment, the foreign criminal record extract and its translation. A ready-made company also brings an earlier incorporation date and a tax registration in place. It does not avoid the residence permit rule for your konateľ, a notarial or lawyer-authorised transfer contract, or a registry filing, and a company past its first tax period owes the minimum tax for the year you buy it. Our guide to off-the-shelf companies sets out the trade-off; the Slovakia overview covers the country.
We can form a new Slovak company or supply a ready-made one, prepare the founding or transfer documents and the registry filings, and help prepare the bank application. Where we have a working contact at a suitable bank we can make an introduction; the bank alone decides whether to open the account. Slovak law also allows a nominee managing director (konateľ), whom we arrange only through a provider registered as an obliged person with the Financial Intelligence Unit under the Anti-Money Laundering Act; the konateľ carries the full liability of section 135a of the Commercial Code, which no agreement can limit, and you are entered as beneficial owner in the commercial register.
Choose the form, usually an s.r.o., and have the founding document made as a notarial deed or an advokát-authorised document. Pay in the required capital and collect the konateľ’s consent and specimen signature, the registered office consent and any trade licence. The application goes electronically to the registry court or a notary, which registers within two working days of a complete file. The tax office then assigns the DIČ itself.
Yes. A foreign person or company may own all of an s.r.o., and the arrears rules for founders do not apply to foreigners. The limit concerns the konateľ: someone who is not a citizen of an EU or OECD member state needs a Slovak residence permit before the registry will enter them. Many foreign-owned companies therefore appoint a konateľ from an EU or OECD state.
EUR 5,000 of share capital, with each contribution at least EUR 750. Before filing, 30 per cent of every cash contribution and at least EUR 2,500 of capital overall must be paid, or everything where there is a single founder; the rest within five years. The contribution administrator, usually a founder, holds the money until registration.
Anyone holding at least 25 per cent of the votes, capital or economic benefit, directly or through other companies, and anyone who can appoint the konatelia or otherwise controls the company. If nobody qualifies, the konatelia are recorded. The data sit in the commercial register but are not published; authorities, obliged entities and, since 10 July 2026, people with a proven legitimate interest can obtain them.
No. An s.r.o. has a general meeting, one or more konatelia and, only if the articles provide for one, a supervisory board. The recurring duties fall on the konatelia: the tax return within three months of the year end, the financial statements in the register, VAT returns once registered, and filing any change to the register entry within 30 days.
It is the zakladateľská listina for a single founder or the spoločenská zmluva for several, and since 17 August 2026 it must be a notarial deed or an advokát-authorised document. It states the name, registered office, members, business purpose, capital, the first konatelia and the contribution administrator, and it can add rules such as whether members must approve a sale of shares to an outsider.
Planning an s.r.o. or weighing a new company against an existing one? Contact us with your intended activity and the nationality of the future konateľ, and we will tell you what the formation would need. You can also reach us on Telegram or WhatsApp at +48 663 247 166.