Conversions allow for the dissolution of one or more companies without liquidation—their assets are transferred to the successor company. As of March 1, 2024, conversions are regulated by a special Act No. 309/2023 Coll., which has significantly complicated the process compared to the previous regulations. Properly structuring a conversion has direct tax, accounting, and corporate implications.
The dissolving company is being transferred to an existing successor company, which assumes all of its rights and obligations, including those toward its employees.
Several companies will be dissolved, and their assets will be transferred to a newly established company, which will thereby assume the rights and obligations of all the dissolved companies at once.
In a demerger, the original company ceases to exist and its assets are transferred to two or more new or existing companies. In a spin-off, the original company continues to exist, and only a specific portion of its assets is transferred to the successor company.
We will facilitate conversions involving companies from other EU countries that are part of the EU’s unified legal framework for the cross-border mobility of companies.
We will advise you on selecting the optimal type of conversion, prepare the conversion agreement and resolutions of the corporate bodies, and ensure that the tax authority is notified at least 60 days prior to approval, as well as prepare the auditor’s report.
We will handle the registration of the conversion in the Commercial Register and coordinate with tax and accounting advisors.
Choosing the right and reliable advisor is always a great help in improving yourself. Above all, consulting in the field of law is extremely broad-spectrum and affects almost all areas of the life of entrepreneurs and individuals, therefore the choice of a legal advisor is extremely important. In the law office Hronček & Partners, s. r. o. we pay attention to professionalism and high quality legal services with an individual approach. Our main goal is to provide legal services of the highest quality and to bring innovative and professional solutions for the client so that we become their trusted partner.
Hronček & Partners, s. r. o.
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We guide clients through the entire liquidation process—from the commencement of liquidation to the company’s removal from the commercial register, including notarial escrow of the advance payment.
We can advise you if your company is facing the threat of dissolution by a court, represent you in the proceedings, and help you remedy the situation that led to the threat of dissolution.