The s.r.o. (společnost s ručením omezeným) is the most popular legal form for Czech startups. It limits personal liability, is relatively straightforward to manage, and stays flexible enough for future investment rounds. Here's how to get it right.
Step 1: Choose your company name
The name must be unique and must not be confusingly similar to any existing company. Check availability in the Commercial Register (justice.cz) and consider whether you also want to protect the domain name and trademark. Ideally, do both before you invest anything in the brand.
Step 2: Draft the articles of association
If you're the sole founder, you need a "zakladatelská listina" (founding deed). With multiple founders, you need a "společenská smlouva" (memorandum of association). The document must state: company name, registered office, business purpose, share capital, ownership interests, and the manner of representation.
Note: the memorandum of association is public (accessible from the Commercial Register). We therefore recommend drafting a separate private founders' agreement in parallel — see our dedicated article on this topic.
Step 3: Deposit the share capital
The statutory minimum is CZK 1, but we recommend depositing at least CZK 50,000–100,000. Why? Higher capital improves credibility with banks, suppliers, and future investors. Capital is deposited into a special bank account before registration.
Step 4: Notarial deed
The founding deed or memorandum of association must take the form of a notarial deed. The notary verifies the documents and prepares the filings for the Commercial Register. This step cannot be skipped or replaced.
Step 5: Register in the Commercial Register
The application is filed electronically via the eJustice portal or through a notary. The registry court has a statutory deadline of 5 business days (often faster in practice). Upon registration your s.r.o. receives an IČO (company ID) and becomes a full legal entity.
Step 6: Register with the tax authority
Within 15 days of registration, you must register as a corporate income tax payer. If you plan to exceed CZK 2 million in turnover within 12 months, you will need to register for VAT — either voluntarily in advance or compulsorily once the threshold is crossed.
Step 7: Open a business bank account
Every s.r.o. needs its own bank account. We recommend modern business banking solutions — you'll save on fees and get a clear interface for accounting (Revolut Business, Fio banka, Air Bank Business).
Common mistakes when incorporating
- Poorly structured memorandum of association — no vesting clauses between founders
- No clear rules for a founder entering or exiting the company
- Neglecting IP rights (trademark, domain) right from the start
- Registered office at an address where the company doesn't actually operate — complications with mail delivery
- Incorporating without proper advice on the right business purpose classification
Want to make sure you get it right from day one? We handle the entire process — from drafting documents to registration.