Change of Directors and Company Officers

Changing the directors, members of the board of directors, the holder of commercial power of attorney (prokurista) or members of the supervisory board involves the following steps:

• A decision of the general meeting/sole shareholder on the change
• A new consolidated version of the memorandum or deed of association
• An application to register the change in the trade register (changes to company bodies must be notified here too)
• An application to register the change in the Commercial Register
• The court fee

If you are interested in this service, please contact our specialists via the contact form or by telephone on the number shown above.

Besides companies, civic associations, non-profit organisations, foundations and non-investment funds also have governing bodies. These chiefly include: the presidium, board of directors, committees, auditor, supervisory board and audit committee.

Changing the governing bodies of civic associations, non-profit organisations, foundations and non-investment funds involves the following steps:

• A decision on the change by the members of the organisation, the general meeting or the sole member
• A new consolidated version of the founding agreement or statutes
• An application to register the change in the register
• Fees for the changes

If you are interested in this service, please contact our specialists via the contact form or by telephone on the number shown above.

Changing Directors and Company Officers in Slovakia

The people who manage a company or organisation are central to how it operates. Executives, board members, supervisory board members and holders of commercial power of attorney all have specific roles and responsibilities. When any of these people change, the change must be properly documented and registered so that banks, partners and authorities know who is authorised to act.

Why Registration Matters

Until a change has been entered in the relevant register, third parties may rely on the information already registered. A newly appointed executive may face difficulties dealing with banks, while a former executive may still appear to be authorised. Registering the change promptly avoids confusion and potential disputes.

Choosing a New Executive

Before appointing someone, consider whether they meet any legal requirements for the role and whether there are restrictions that would prevent them from serving. It is also wise to agree in writing on their duties, powers and remuneration. Executives have significant legal responsibilities, including a duty of care, and should understand what the role involves.

Practical Steps to Plan

• Prepare the decision of the general meeting or sole shareholder
• Obtain the new officer’s consent and the necessary declarations
• Update the founding documents where they name the officers
• File the change with the Business Register and, where needed, the trade register
• Update signature rights at the bank
• Inform business partners, authorities and insurers

Non-Profit Organisations

Civic associations, foundations, non-profit organisations and non-investment funds also have governing bodies, and changes to them must be registered with the appropriate registry. The procedure depends on the type of organisation and its statutes, so it is important to follow the rules set out in the founding documents.

When an Executive Resigns

An executive may resign from office, and the company then needs to appoint a replacement. Clear rules in the founding documents help ensure continuity of management.

If you need to change the directors or other officers of a Slovak company or non-profit organisation, contact eTuls. We will prepare the documents and file the change on your behalf.