How to properly buy a firm in the Czech Republic from the “second” # 187; hands.
We often get customers questions about how safe it is & # 8212; to buy a used company in the Czech Republic, whether there is a sense to take risks and take, in its way, a “cat in a sack”, whether it is possible, in fact, to save money in this case, and also on what points in making such a transaction you need to pay attention. In this article, we will try to fully answer these questions.
As for tempting offers for the sale of the company in the Czech Republic for one crown, the true background of such a transaction, in our view, is most fully described in this article. However, since this material was published several years ago, and besides, in it, first of all, the question of the cost price of the re-registration of the Czech firm was considered, it would not be superfluous now to pay attention to a few points left outside of this article.
First, those who are interested in immigration to the Czech Republic, the offer to buy a second-hand firm can hardly be of interest, since the firm in the Czech Republic after a long hibernation is extremely negatively perceived by the Ministry of Internal Affairs of the Republic. When a foreigner applies for a long-term visa to the Czech Republic on the basis of doing business, in 90 percent of cases the director of such a “sleeping” firms will be refused precisely because the company has filed zero reports for several years, which is evident from open sources, which means that, according to the Ministry of Internal Affairs, the enterprise is now only used to obtain the right to live in the Czech Republic.
Finally, at present, it is very difficult to find a “clean” firm in the Czech Republic, because in most cases, foreigners-its former owners-received here a salary (remuneration), which directly affected the extension of the residence permit in the Czech Republic, so after the purchase of such a company the new owner, most likely, will have to close the arrears of payments to the insurance authorities, as well as undergo final checks to withdraw the company from the account.
Today, if possible, we will briefly describe how to check a used company in the Czech Republic before buying. We offer you a kind of check-list, after which you can reduce the risks of buying a firm in the Czech Republic from “second hand” to a minimum.
We check the accounting department of the company in the Czech Republic.
On the website of the Ministry of Justice of the Czech Republic, we find out whether the financial statements for the past year have been submitted. According to the current legislation, they must be published in the public domain. The content of reports can be analyzed only by an experienced accountant in the Czech Republic, but how regularly they were transferred to the court will be able to see every curious. Pay attention to whether accounting reports were surrendered every year, or they were transferred to court only before the sale of the Czech firm.
In the archive of the court, each operating company in the Czech Republic makes information about its activities.
Be sure to ask the seller to give you a contact to the accountant, and also ask him for the cost of accounting services in the Czech Republic, whether there is a contract for accounting services, or the firm paid for accounting services in the Czech Republic only once a year.
When deciding to purchase a company from “second hand”, you will need an accountant in the Czech Republic, which previously operated this company. Ask him whether the employees were registered at the firm, if so, whether they were taken into account, whether the final checks in the social and medical insurance bodies were passed after that. It is not superfluous to find out what kind of property is available at the firm, what taxes were paid, what the results of the activity were based on the results of the previous year.
Let’s look in the archive of the court.
Since we have already opened the archive of the court on the website of the Ministry of Justice of the Czech Republic, check which papers are in it. Most likely, to analyze the information of your level of knowledge of the Czech language may not be enough, I advise you to seek help from an interpreter, or to a specialist. Believe me, such services will cost much less than the amount of possible losses when buying a distressed company.
The legal address of the company in the Czech Republic.
An important point about checking any used company: does it have a valid legal address in the Czech Republic. Ask the seller where it is located (in a residential or office space), whether the seller can provide a valid agreement or agreement with the location of the address, to what date this permit is valid. If the seller can not or will not want to answer these questions, then you can use a simple formula that will be prompted by the approximate validity of the Contract on the submission of the address: look in the archive of the court on the website of the Ministry of Justice, the first notarial protocol on the basis of which the company was registered in the Czech Republic. Most often, when registering a company, a legal address in the Czech Republic is granted for a year, so the validity period of the primary permission to host a legal address is # 8212; approximately minus one month from the average date of the meeting of the founders of the firm and the registration of the company in the Czech Commercial Register. It is necessary to find out whether it will be possible to extend the contract for providing the address, what the cost of the contract extension will be. Be sure to ask for contact information on the owner of the property, to clarify with him, whether they will receive mail at this address and be sent to you. Why is the issue with a legal address so important, you can ask. Very simply: we have repeatedly faced cases when, due to his absence, the new owners of the enterprise were surprised to learn that the liquidation of the firm in the Czech Republic had started by a court decision.
We receive information about the reliability of the firm in the Czech Republic.
Do not forget the good rule: trust, but check. Ask the seller of the firm to provide you with proofs from the social insurance and financial management agencies about the absence of the company’s debts.
These three certificates, confirming the absence of debts and the good name of the company, can get each company in the Czech Republic.
The cost of confirmation from the financial management – less than four euros, the social service gives such confirmation for free. We’ll have to wait for these certificates for a couple of weeks, but it’s worth it. One document & # 8212; The absence of the firm’s criminal record can be obtained immediately in each branch of Czech POINT. Question price & # 8212; only four euros, you will agree that it is hardly worth saving on obtaining documents that can confirm or deny your decision to buy a used company in the Czech Republic.
Check the company’s date.
According to the Law of the Law No. 300/2008 on electronic communications, each company in the Czech Republic has an electronic mailbox or in Czech datov a schr a nka, which is an electronic information store designed to receive messages from the state authorities of the Republic.
Datovka (datova schranka) can tell a lot about each Czech company.
Ask the seller to open a company datetime with you. A company that is all right, there can not be any messages that the seller would not want to show you. If there are any messages in the reservation, ask the seller to comment on them. Finally, if the seller does not have access to the & # 8212; this is a signal that should alert you.
Bank account of a Czech company.
Find out if the firm has a bank account in the Czech Republic, whether it was registered with the financial department. In the event that you decide to buy a firm in the Czech Republic, ask the seller before the transaction to close the bank account and provide you with confirmation of its closure. Only after that you will be sure that the company does not owe anything to the bank. About how quickly the debt to the bank in 35 euro grows into a debt of 1000 euros, we already wrote in this article.
We check the extract from the Czech Commercial Register.
Again, return to the website of the Ministry of Justice of the Czech Republic. Now we look at the extract of the Czech firm you have decided to buy. Before that, read about how to work with the website of the Czech Trade Register. Be sure to look at the full statement of the firm, from which you will learn about all the changes that have been registered in the Commercial Register. Now let’s look at the actual extract from the Trade Register.
Here is a list of the main points to look out for:
whether you are satisfied with the name of the company, whether you will change it. If yes, does it allow to do the power of attorney of those sellers who will not attend the meeting; whether the authorized capital of the company is paid for 100%, whether its size suits you; whether the sale of the firm will be conducted on the basis of the powers of all the founders, or all of them will attend the meeting; whether changes to the Charter of the company were made according to the requirements of the Law on Corporations. If not, why?
We check the extract from the Register of Czech entrepreneurs.
Now open the Register of Czech entrepreneurs. Here we will be interested in the types of activities that are allowed to deal with the company sold, the persons responsible for professional licenses, the presence or absence of business sites (in Czech: provozovna), and also whether any licenses were revoked, if so, for what reason.
Who will carry out the changes in the Czech firm.
Finally, if you are still determined to buy a second-hand firm in the Czech Republic, then ask the seller if he has the authority to do so. Ask him to show the power of attorney from all the former owners of the company if they do not attend the meeting to change the company’s Charter, whether these powers of attorney are sufficient to make the necessary changes to the Charter of the Czech firm, or you will have to again the meeting of founders, which, of course, affects the final cost of the acquired company.
Any changes in the Commercial Register of the Czech Republic.
This article reflects only the main points related to the issue of acquiring a firm in the Czech Republic from the “second” hands. In our opinion, a firm with a history has the sense to acquire only if it is recorded real estate in the Czech Republic, or operating business in the Czech Republic. However, such a firm is unlikely to get tested on the basis of the advice you received in this article. In any case, our advice is this: there is no point in risking, a ready-made firm in the Czech Republic for 1000 euros will save you from worry and possible financial and moral losses as in the case of buying a second-hand company.
How to properly buy a firm in the Czech Republic from the “second” # 187; hands.