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company formed under the laws of the member state in which the registered office is situated, such as a joint stock company in Slovakia. The Act also incorporates the Employee Involvement Directive.

Some of the main features of the European Company Act are:

the SE must have a minimum subscribed share capital of EUR 120,000, registration must be in the member state where the SE has its registered office; the registration procedures are subject to the laws of the member state in which the SE has its registered office, subject to the requirements of EU law protection of minority shareholders and creditors in the event of a transfer of the SE’s registered office to another member state includes provisions regarding the management of the SE, and provisions regarding the involvement of employees in the management of an SE.

The second part of the Act is dedicated to employment issues and thus incorporates the Employee Involvement Directive, the main feature of which is an employee participation in the management of an SE. This means that employees of SE situated in Slovakia have the right to be involved in its management. The Act also introduced provisions on employees' representative bodies and on protection of employees' interests in an SE.

These rules provide companies operating in more than one member state with an opportunity to establish a single company, subject to one set of management and reporting systems. The European Council Regulation does not deal with the tax treatment of SEs.

Trade Licenses

No entity or individual (resident or non-resident) may carry out any 'for profit' business activity on a regular basis without having the appropriate trade license (issued by the respective trade licensing office or by the special state authorities) required for a particular business activity.

Trades fall into two main categories, namely notifiable ("ohlasovacie živnosti") and concession trades ("koncesované živnosti") depending on the professional qualification requirements. Where a trade is notifiable, it must be registered with the relevant trade licensing office. If the stipulated conditions are fulfilled, the licensing office must issue a trade certificate within five working days after receiving a completed application. In the case of a concession, an application must be submitted to the trade licensing office responsible for the location of the proposed place of business. The office has 30 days to reply after receiving the completed application. Unlike the notifiable trades, the grant of a concession is at the discretion of the authority and there is no legal obligation to grant a concession even if all statutory requirements have been met.


©2010 KPMG Slovensko spol. s r.o. , a Slovak limited liability company and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved.

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