Setting Up an s.r.o. Is Changing: What the Commercial Code Amendment Brings from 17 August 2026
As of Monday 17 August 2026, the new Commercial Register Act (No. 29/2026 Coll.) takes effect, bringing with it an extensive amendment to the Commercial Code. It will be felt most by those planning to set up a limited liability company (s.r.o.).
The end of “paper” incorporation
Until now, it was enough to draw up the memorandum of association at home and have the signature certified at the registry office for €2, or to sign it electronically using an ID card with a chip. From 17 August 2026, under the amended Section 57(1) of the Commercial Code, the memorandum of association (or deed of incorporation) must take the form of a notarial deed, or it must be a document authorised by a lawyer.
Simplified incorporation remains unchanged
Simplified incorporation of an s.r.o. using the electronic form (Section 110a) does not change and still requires neither a notary nor a lawyer. However, this applies only if the company meets all of the following conditions at the same time – no more than 5 shareholders, only non-regulated trades (no more than 15), cash contributions only, the managing director acts as the contribution administrator, and the company has no supervisory board.
The content of the agreement stays the same – only the form changes
The required elements of the memorandum of association under Section 110 (business name, registered office, amount of contributions, managing directors, etc.) remain unchanged – only the form in which the document must be drawn up changes.
New option: registration through a notary
An application for registration in the Commercial Register can be filed not only with the registry court but also with a notary acting as a so-called registrar. In addition, if the application is deficient, the notary will grant a 15-day period to correct it, whereas the court may reject the registration outright.
Incorporation will be more expensive
The court fee for the initial registration remains at €220, but you also need to add the notary’s or lawyer’s fee for drawing up the founding document.
End of the ban on “chaining” single-member s.r.o.s
Section 105a, which until now limited a natural person to a maximum of 3 companies in which they could be the sole shareholder, is also being repealed. From August, a natural person may be the sole shareholder of any number of companies – useful in particular when building holding structures.
A practical tip to finish
Over the weekend of 15–16 August 2026, the Commercial Register will be unavailable due to the transition to the new system. Anyone wishing to set up an s.r.o. under the old, simpler rules should file by Friday, 14 August 2026 at the latest – applications not processed by 17 August will have to be resubmitted under the new rules.
Published on 15 July 2026.
