We can help transfer an ownership interest in a Czech limited liability company (s.r.o.) and register the new shareholder in the Commercial Register. An interest can be transferred by sale or without payment.
1. Check the transfer conditions in the memorandum of association
The memorandum of association can restrict transfers or require approval from the competent company body. For a transfer to someone who is not yet a shareholder, the law requires approval from the general meeting unless the memorandum of association provides otherwise. If approval is required, the agreement cannot take effect before approval is given.
2. Sign the agreement and deliver it to the company
For an interest not represented by a share certificate (kmenový list), a written transfer agreement with officially certified signatures of the transferor and transferee is sufficient. A separate amendment to the memorandum of association may require a notarial deed. The transfer takes effect against the company when it receives the effective agreement.
If the interest is represented by a share certificate, the transfer requires a transfer agreement, an endorsement clearly identifying the transferee and delivery of the certificate to the transferee. The transfer takes effect against the company when it is notified of the change of shareholder and the certificate is presented.
3. Register the change of shareholder in the Commercial Register
The company files an application without undue delay. For an ordinary transfer, attach the transfer agreement and proof that it was delivered to the company. Depending on the circumstances, also attach the resolution approving the transfer, the new shareholder’s consent to registration if the filed documents do not already show it, or a power of attorney if acting through a representative.
The court fee for amending an entry is CZK 2,000 and can be paid by bank transfer to the registry court. The court normally registers the change or decides on the application within five working days. If the fee is paid later, the period starts on the payment date. If the conditions for direct registration by a notary are met, the fee for amending the entry is CZK 1,000 and the notary’s fee is charged separately.
Income tax on the sale of an ownership interest in 2026
For an individual, proceeds from the sale of an interest not represented by a share certificate may be exempt from income tax if more than five years passed between acquisition and sale and the other statutory conditions are met. The CZK 40 million cap on this exemption was abolished from 1 January 2026.
Assistance transferring an ownership interest
We prepare the agreement and supporting documents and file the registration application on your behalf under a power of attorney. We confirm the service price in advance based on the transfer.
For more information or to order, email us at office@sidloprofirmy.cz.
The legal information draws on the Business Corporations Act, the Commercial Register filing guidance and and the Financial Administration’s information for 2026.