Duty to disclose company particulars on the internet

Czech Republic: All joint-stock companies must create their own website and post mandatory data on that site as stipulated by the law – e.g. invitations to the general meeting or their financial statements.

As of 1 January 2014, the Corporations Act requires all joint-stock companies to create a company website and use it to publish statutory information and documents on an on-going basis. This concerns in particular the following data and documents:

• Company particulars as must otherwise be included in official business records, i.e., the business name and registered seat of the company, its identification number („IČO”), and a reference to the company’s entry in the Commercial Register;

• Invitations to the general meeting (which must be posted at least 30 days prior to the scheduled date of the general meeting);

• Financial statements and the report on the company’s business operations (which must be published at least 30 days prior to the date of the general meeting that is supposed to approve these documents);

• The group of companies of which the company is a member (if applicable – see below).

For limited liability companies, creating a company website is not obligatory – but if they do, then they must on that website publish the company particulars which must be included in official business records (i.e., business name, registered seat, IČO, and reference to the Commercial Register entry), and their affiliation (if any) with a group of companies. Ambiguous language in the Corporations Act makes it doubtful whether limited liability companies must also post the invitation to the general meeting or their financial statements on the internet, but we tend to believe that they are not obliged to do so.

All members of a group of companies must create a website and disclose their membership in the said group. Failure to do so means that they cannot extract themselves from the obligation to compensate others for the harm caused by any decisive influence which they may have over them.
Failure to observe the obligation to entertain a website and use it to disclose mandatory information may result in the imposition of a fine of up to CZK 100’000.

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