Failure to confirm or complete the data in the commercial register risks a penalty and, under certain circumstances, even deletion from the commercial register.
Anyone authorized to act on behalf of a company for which not all identification data have been submitted to the commercial register must provide new additional data, in particularly on the shareholders and managing directors, together with the next application, filing after 30 September 2021, but no later than 30 September 2022.
For instance, date of birth, passport number of a natural person and identification number of a legal entity are considered to be additional identification data.
If a lien has been established on a shareholder’s holding in a limited liability company, the information on the lienee (i.e. name, date of birth of the natural person or registered seat and identification number in the case of a legal entity), as well as information on the lien agreement, has to be completed.
However, a company that applies to register a change (e.g. change of registered seat, change of managing director, extension of the scope of business) after 30 September 2021 must supplement the identification data in the application.
If the applicant does not fulfill this obligation, the competent commercial court will request correction of the insufficiencies after receipt of the application; if the new data are not supplemented even after expiry of the deadline, the court will not process the application and will stop the registration proceeding.
If the additional data is not completed after 30 September 2022, a fine of up to EUR 3.310 may be imposed.
The above information only applies to companies established before 1 October 2020. Newly established companies (as of 1 October 2020) already fulfilled this obligation upon registration in the commercial register.
The strictest sanction applies to branch offices, which had until 30 September 2021 at the latest to either confirm the data in the commercial register or to provide new data by a separate application. If this obligation has not been fulfilled by 30 September 2021, the court, in cooperation with the Ministry of Justice, can delete the branch office from the commercial register.
Since deletion of a company from the commercial register is preceded by a 6-month publication in a public register, you can prevent deletion in time with the help of an experienced lawyer.
Do not hesitate to contact our experts in this regard.
Sources:
- Act No. 530/2003 Coll.
- Act No.198/2020 Coll.