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Establish a Subsidiary in Slovakia

Updated on Monday 22nd February 2021

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A subsidiary established in Slovakia is a form of legal entity where the capital is owned partially or in totality by a foreign company. The foreign companies find this form of business very advantageous because of the limited liability of the shareholders and because the profits are taxed only in the country of origin and no withholding taxes or low withholding taxes are applied to the dividends, interests and royalties paid by the subsidiary to the parent company. These are due the many double tax avoidance treaties signed by Slovakia.

Our company formation experts in Slovakia created a simple and concise scheme that shows the main steps of opening a subsidiary in this country and the advantages of this business form.
 
You can rely on our local agents for complete company registration services in Slovakia. Our consultants can help the representatives of foreign companies who want to set up subsidiary companies in Slovakia.

The main characteristics of subsidiaries in Slovakia

First of all, most companies looking to establish a presence in Slovakia choose between the subsidiary and branch office. The main difference between these two business forms resides in the fact that the subsidiary is an independent structure from the parent company.
 
The main features of Slovak subsidiaries are:
 
  1. the parent company will have limited liability with respect to the subsidiary’s activities;
  2. the subsidiary can complete both the parent company’s activities and additional ones;
  3. the subsidiary manages itself and can take decisions in relation to its undertakings;
  4. the Slovak subsidiary will be treated like any other domestic company in this country;
  5. the subsidiary will be treated like a local company when it comes to the taxes it will pay;
  6. the registration of a subsidiary will be completed by using one of the forms governed by the Slovak Company Law;
  7. in terms of licensing and obligations, the subsidiary will respect the Slovak laws and will obtain its licenses from the local authorities;
  8. both local and foreign companies are allowed to set up subsidiaries in Slovakia.
 
It is useful to know that the subsidiary must have an original trading name which must not be the same as the parent company’s, like in the case of the branch office.
 
Other characteristics of subsidiaries in Slovakia is that they will benefit from the same facilities of local companies.
 
If you decide to open a company in Slovakia and need more information on the characteristics of subsidiaries, you can rely on our local representatives.
 
We can also advise on registration for EORI in Slovakia.

What are the legal entities that can be established as subsidiaries in Slovakia?

Some of the forms of business that subsidiaries may take in Slovakia are:
 
 
Many investors choose the limited liability companies, where the liability of the members is determined by their contribution to the company’s capital.
 
The limited liability company in Slovakia is a company based on a share capital of 200.000 SKK and that must be formed by at least one founder. At least half of the amount must be deposited at registration and the rest must be deposited no longer than five years from beginning the activities. The maximum number of shareholders cannot exceed 50. The general meeting of the shareholders must appoint an Executive that will deal with the daily decisions.
 
The minimum share capital of a joint stock company is 1,000,000 SKK divided into stocks. A half of the amount must be paid at registration and the other half no longer than a year from the registration. A reserve fund must be constituted and it consists in at least 10 % from the company’s yearly profits.
 
A public joint stock company has a part of its shares listed on a stock market and the possibility to freely transfer the shares.
 
A private joint stock company  opened in Slovakia cannot freely trade its stocks and those are not registered with the Stock Market. The management of a joint stock company is assured by a board of management with a total number of members decided by the articles of association. A supervisory board consisting in at least three members must be appointed in order to check the actions of the management board.
 
You can also read about the opening of a Slovak subsidiary in the scheme below:
 
Set-Up-a-Subsidiary-in-Slovakia.png

What is the registration procedure for a subsidiary in Slovakia in 2021?

Registration of a subsidiary in Slovakia takes around eighteen days and consists in:
 
  • - checking the name at the Trade Register;
  • - notarizing the documents of incorporation;
  • - depositing the documents at the one stop shop in order to receive the trade licenses (necessary for performing business);
  • - the health insurance;
  • - the income tax registration;
  • - opening a bank account;
  • - depositing all the above at the District Court for registration.
 
The documents which need to be filed with the Trade Register for the incorporation of a Slovak subsidiary at the level of 2021 are copies of the parent company’s Certificates of Registration and Articles of Association. However, it must be noted that the representative of the parent company must also have the subsidiary’s Articles of Association drafted and notarized.
 
Alongside the documents which need to be prepared, there are also other aspects which need to be considered when starting a subsidiary in Slovakia. Among these, the share capital requirements which need to be met depending on the type of structure selected.
 
It is important to know that if the subsidiary is registered by a foreign company, the registration for tax purposes is completed separately than the incorporation of a local company. The registration with the Slovak Financial Administration must be completed in maximum 10 days after the trade license was issued by the Companies Registrar.

Licenses for subsidiaries in Slovakia

There are several types of business licenses available for companies in Slovakia, subsidiaries included. These are the general trading license which enables a company to complete activities in industries like retail and wholesale, the conditioned trading license which requires to appoint personnel with specific qualifications for the activities of the company and the trade certificate which is usually required to highly skilled personnel. The latter type of certificate is usually required for those seeking to operate as sole traders in Slovakia.

The main uses of a subsidiary in Slovakia

The subsidiary can be used in various ways by local or foreign companies in Slovakia. The most common purpose is that of carrying out activities on the Slovak market, however, holding companies from abroad can have subsidiaries in Slovakia in 2021 and thus use them as tax minimization structures, especially when it comes to EU-based holding companies.
 
Another important aspect of the subsidiary is that compared to the branch office in Slovakia it can complete activities in various industries.

Why set up a subsidiary in Slovakia in 2021?

Slovakia is a very appealing country for foreign investors, as recent statistics indicate the country’s good performance from a foreign direct investment (FDI) point of view. According to these statistics:
 
  • - in 2018, the FDI inflow in Slovakia was 475 million USD, while the FDI stock reached 57 billion USD;
  • - the FDI stock registered in 2018 represented 53.6% of the country’s Gross Domestic Product;
  • - in 2019, Slovakia was ranked 42nd in the World Bank’s Doing Business Report;
  • - the Economist Intelligence Unit forecasts an increase in FDIs of 42% in the coming years;
  • - Slovakia’s strongest points are its cheap labor force and the geographical location in Central Europe.

 

The creation of a subsidiary in Slovakia in 2021 will bring many benefits to foreign companies seeking to expand their operations as it will be treated as a domestic business. 
 
Foreign investors who are still considering why they should choose to open a Slovak subsidiary should know that the taxation system has remained unchaged and in 2021 the country's economy is expected to make a recovery after the hard year that has passed.
 
The Slovak company must also register with the local social insurance company for the pension, sickness and unemployment and disability insurances. If you need more details about the process of setting up a subsidiary in Slovakia, you may contact our specialists in company formation matters.

Partner: Firmengründung in Slowakei Регистрация фирм Словакия
 

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