How to set up an s.r.o.: procedure, deadlines and costs

Setting up an s.r.o. is no rocket science today, but it does take a few steps: prepare the founding documents, obtain a trade licence, pay up the registered capital and register the company in the Commercial Register. When your papers are in order and you file electronically, you can manage it in a matter of days to weeks. Watch out for one thing — from 17 August 2026 a new Act on the Commercial Register applies, which changed the form of the founding documents and the rules of registration, so it pays to verify the current procedure.

What to think through before you start?

Before you file anything, be clear on four things: what the company will be called, what exactly it will do, where it will have its registered office, and who joins it as a shareholder and managing director. Note too that an s.r.o. cannot be set up by a person listed as a tax debtor, with arrears on social insurance, or recorded as an obligor in the register of enforcement proceedings. The clearer you are, the smoother the rest will go — most delays arise precisely from unfinished preparation.

How to set up an s.r.o. step by step

1. Name and scope of business — check that the name is not taken (the registry court examines it before registration and rejects an identical name), and choose the specific activities. Since August 2026 you can also have the name reserved for 60 days.
2. Founding document — a deed of association with a single founder, a memorandum of association with more. It must take the form of a notarial deed or a document authorised by an attorney; the exception is the simplified formation via the state electronic form, available only for a simple s.r.o. with at most five shareholders, monetary contributions and unregulated trades.
3. Registered office — your own premises or a registered-office address.
4. Trade licence — the authorisation for the activities you chose. If you register only unregulated trades from the statutory list, the authorisation arises directly on the day of registration in the Commercial Register and you need not arrange it in advance; for craft, regulated and other trades a notification to the trade licensing office is needed before filing the petition.
5. Registered capital — the statutory minimum is €5,000, with each shareholder contributing at least €750. Before filing the petition at least 30 % of each monetary contribution and at least €2,500 in total must be paid up; if a single founder sets up the company, the whole registered capital must be paid up.
6. Registration in the Commercial Register — the petition is filed by all managing directors electronically via the prescribed form, it must be authorised (by a qualified electronic signature), and the filer must have an activated electronic mailbox. You can be represented only by an attorney, a notary or your employee. The registration is carried out by the registry court or — new since August 2026 — by a notary as registrar.
7. After registration — the tax office registers you for income tax automatically from the Commercial Register data; you apply for VAT registration yourself if an obligation arises or you decide to do so voluntarily.

What changed in 2026?

From 17 August 2026 a new Act on the Commercial Register (No. 29/2026 Coll.) applies, which changed both the rules of registration and the form of the key documents. The memorandum of association, the deed of association and the share-transfer agreement must take the form of a notarial deed or a document authorised by an attorney; an officially certified signature no longer suffices. Alongside the court, a notary may now carry out the registration, the business name can be reserved, and the court fee for the first registration of an s.r.o. is €220. As the regime has changed, before filing you should rather verify what exactly applies to your case — our corporate law team will help you set it up.

How long does it all take?

The registration itself is done by the registry court or a notary within two business days of the complete petition being delivered; with the court the petition is deemed delivered only on payment of the court fee. The whole thing — from preparing the documents to a finished company — realistically takes a few days to weeks, depending mainly on how quickly you have your papers and the trade licence together.

What costs to reckon with?

Reckon with the court fee for the first registration of €220 (the discount for electronic filing does not apply in registry matters), the fee of a notary or attorney for the form of the founding document, possibly a fee for handling the whole formation, the cost of a registered office, and certifications. Reserving the business name costs €50. The exact amounts change from time to time, so check them for the current year before filing.

What to avoid when setting up?

Problems are usually caused not by the filing itself, but by the preparation. It most often trips up on three things: an unclearly defined scope of activity, a rushed memorandum of association with several shareholders, and a poorly solved registered office. The memorandum of association is precisely what tends to be key with several shareholders — what to watch out for is discussed in our article on the most common mistakes in shareholders' agreements.

Summary

Setting up an s.r.o. is today largely an online matter that, with good preparation, you can manage in a few days to weeks. Preparation decides the most — the scope of activity, the registered office and above all the memorandum of association, which since August 2026 needs a notary or an attorney. A detailed breakdown of the procedure, deadlines and costs is also in our Knowledge article on the formation of an s.r.o. and a kft; our corporate law team will help you with the whole formation.