Trestní obhajoba manažerů a statutárních orgánů z pohledu advokáta
Statutory bodies, board members, and top managers face an increasing risk of criminal prosecution for economic crimes in the Czech Republic. The criminal liability of natural persons in executive positions runs parallel to corporate criminal liability, which was introduced under Czech legislation in 2012. If you find yourself facing potential charges of breach of duty in the administration of foreign property, embezzlement, fraud, or another criminal offense, our Prague-based legal team can deploy precise defense strategies that can significantly influence the outcome of the proceedings.
When do you, as a manager, face criminal prosecution?
The most common criminal offenses faced by executives and members of statutory bodies include property and economic crimes, such as breach of duty in the administration of foreign property under Section 220 of the Criminal Code, embezzlement under Section 206, fraud under Section 209, favoring and harming a creditor, over-indebtedness, money laundering, and accepting or offering a bribe. For these criminal offenses, a managing director, member of the board of directors, or proxy holder faces penalties ranging from disqualification from serving as a statutory body and pecuniary penalties to unconditional imprisonment ranging from several months to ten years.
It is particularly dangerous that the criminal liability of a legal entity does not relieve an individual of their own liability. Therefore, a situation may arise where both the company and its managing director personally are convicted for the same act. A legal entity can be prosecuted even if the specific offender among the employees is not known or cannot be punished, for example, because they have died or are insane.
Both the manager and the company can be accused simultaneously, and each has their own procedural status. We discuss the context, i.e., the criminal liability of a company and its management, in a separate guide.
ARROWS provides immediate legal assistance to managers and statutory bodies in the very first hours after the initiation of criminal prosecution or a house search. Thanks to our specialization in criminal law and our comprehensive approach, we minimize the impact of criminal proceedings on your personal and professional future.
You can read more about this service HERE.
What specific conduct leads to the criminal prosecution of a manager?
The criminal liability of a statutory body is not automatic. It must be proven that the managing director or member of the board of directors breached their statutory or contractually assumed duties and that this breach caused damage to foreign property or another unlawful consequence.
The fundamental duties of statutory bodies include the duty of due care enshrined in Section 159 of the Civil Code and the Business Corporations Act. A member of a statutory body undertakes to perform their function with the necessary loyalty, knowledge, and diligence. If a statutory body does not act on an informed basis, in good faith, and in the defensible interest of the company, it may meet the elements of the criminal offense of breach of duty in the administration of foreign property.
Specific situations leading to criminal prosecution include, for example, entering into disadvantageous contracts without proper vetting, disposing of company assets below market value without economic justification, accepting bribes in public procurement, non-compliance with accounting and tax obligations, concealing liabilities from creditors in insolvency, incurring new liabilities while knowing of insolvency, or paying out dividends and bonuses without coverage.
In practice, however, it can be very difficult to clearly distinguish whether it was a flawed business decision protected by the business judgment rule or a criminal offense. The business judgment rule protects a manager from liability if they prove that they acted on an informed basis, in good faith, and in the defensible interest of the company when making the decision, even if the outcome was not ideal. However, law enforcement authorities often ignore this protection and proceed too aggressively.
ARROWS has experience defending dozens of managers and statutory bodies accused of economic crime. We know how to argue using the business judgment rule and how to prove that the act was not committed with criminal intent.
Potential problems | How ARROWS helps (consultation@arws.cz) |
|---|---|
Imprisonment of up to 10 years – Economic crimes, such as large-scale embezzlement or money laundering, carry the risk of long-term imprisonment, which devastates personal and professional life | Comprehensive criminal defense – We represent clients in all stages of criminal proceedings, from pre-trial proceedings to appeals, with an emphasis on minimizing the penalty or securing an acquittal |
Disqualification from serving as a statutory body for 5–10 years – The court may ban the performance of the duties of a managing director, member of the board of directors, or other executive positions, preventing further business career | Negotiations with law enforcement authorities – We actively communicate with the public prosecutor regarding alternative solutions, such as a plea bargain with more lenient sanctions. |
Pecuniary penalties in the hundreds of thousands to millions of CZK – Courts impose pecuniary penalties corresponding to the severity of the offense, which can reach several million CZK and liquidate family finances | Challenging the amount of damage – We thoroughly analyze the evidence and challenge incorrect calculations of damage, which law enforcement authorities often overestimate |
Simultaneous criminal prosecution of an individual and a company – A managing director can be prosecuted simultaneously as an individual and the company as a legal entity for the same act, which multiplies legal and financial risks | Coordinated defense of an individual and a legal entity – ARROWS provides defense for both the statutory body and the company, coordinating strategies so they do not conflict with each other. |
Devastating impact of criminal prosecution on reputation and business – The mere initiation of criminal prosecution against a manager, even if innocent, can sideline them for months or years and jeopardize the company's operations | Rapid response and minimization of publicity – We enter the case immediately and strive to terminate the criminal prosecution or secure diversion in the pre-trial phase to prevent indictment and media interest |
What to do immediately after contact with the police?
If the police have contacted you, summoned you for questioning, or conducted a house or office search, you must act very quickly and deliberately. The first steps fundamentally affect the entire subsequent course of the criminal proceedings, and a poor response can irreparably damage your defense.
The most important rule is: do not communicate with the police without the presence of a lawyer. You have the right to remain silent, and you should exercise this right until your defense counsel reviews the entire situation with you and proposes an optimal strategy. The police have the right to question you and ask you questions, but you have the right to answer only after you have legal advice. Any statements made without legal assistance can be used against you and are very often difficult to remedy later.
The second key step is an immediate consultation with a lawyer specializing in criminal law. Only an experienced defense counsel can assess the evidence, identify procedural errors by law enforcement authorities, and propose an effective defense strategy. At ARROWS law firm, we have a team of criminal defense lawyers who handle economic crime cases daily and know the tactics of both law enforcement authorities and public prosecutors.
The third step is to prevent the destruction of evidence or hasty decisions. After a house search or seizure of documents, panic may set in, leading to attempts to "clean up" problematic materials. However, this could be construed as obstruction of justice, which is a separate criminal offense. Instead, every subsequent step must be continuously consulted with a lawyer.
ARROWS provides clients with 24/7 availability in crisis situations. Our criminal defense lawyers will guide you through the pre-trial proceedings and ensure that your rights are respected and your defense is professional from the very first moment.
How do criminal proceedings work and what are your chances of success?
Criminal proceedings against managers and statutory bodies have several phases, each requiring a specific defense strategy. The success of the defense depends on a rapid and qualified response in the very first days after the investigation begins.
The verification phase occurs before criminal prosecution is initiated against a specific person. The police determine whether a criminal offense has actually been committed and who the offender is. In this phase, you may be summoned as a witness without criminal prosecution being initiated against you. This is a very dangerous situation because, as a witness, you have an obligation to testify truthfully, but at the same time, you do not yet have the procedural rights of an accused. An experienced defense counsel can identify whether you are indeed just a witness or whether you face future accusation, and will advise you on how to proceed during questioning.
The investigation phase begins the moment criminal prosecution is initiated against you as a specific person. You will receive a resolution on the initiation of criminal prosecution, which describes the act you are accused of. From this moment on, you have full procedural rights of an accused, including the right to defense counsel, the right to inspect the file, and the right to propose evidence. In this phase, it is crucial to actively work with the evidence, challenge witness statements and police conclusions, and, if necessary, propose expert opinions to prove your innocence.
After the investigation is completed, the public prosecutor decides whether to bring an indictment to court or to terminate the criminal prosecution. If an indictment is brought, the matter moves to the court proceedings phase, where the main trial takes place and guilt and punishment are decided. However, courts often rely on the evidence gathered during the pre-trial proceedings, which is why it is so important to perform high-quality work in this early phase.
ARROWS has extensive experience with defense in every phase of criminal proceedings. We have achieved the termination of criminal prosecution in the pre-trial stage for dozens of clients, and in cases where an indictment was brought, we have often negotiated a plea bargain with a significantly more lenient penalty than that requested by the public prosecutor's office.
What role does a compliance program play in your defense?
A compliance program is not only a tool for preventing the criminal liability of legal entities, but it can also significantly assist in the defense of individuals in executive positions. If the company had a functional compliance system that regularly trained managers on their duties, monitored compliance with legal regulations, and implemented internal controls, it can be a strong argument that the statutory body acted with due care.
A compliance program is a set of internal rules serving to prevent criminal liability, built on three pillars: preventing the occurrence of undesirable behavior, the ability to detect unlawful conduct, and responding adequately to detected violations. For the exculpation (exemption from criminal liability) of a legal entity under Section 8(5) of the Act on Criminal Liability of Legal Persons, the company must prove that it exerted all efforts that could reasonably be required of it to prevent the commission of the unlawful act.
Even though a compliance program primarily protects the legal entity, it has an important side effect for the defense of managers. If the managing director acted in accordance with internal guidelines approved by the general meeting, underwent regular training on their duties, and complied with established control mechanisms, it is more difficult to prove that they acted intentionally in breach of due care. Conversely, the absence of any compliance system makes it easier for the public prosecutor to argue that management neglected its duties.
ARROWS provides comprehensive services in the field of criminal compliance: we create tailored compliance programs, perform risk analyses, set up whistleblowing systems, and train management, including issuing a certificate. If you are already facing criminal prosecution, we can utilize existing compliance measures as part of the defense strategy.
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Plea bargain as a path to more lenient sanctions
In cases where the evidence is unfavorable and conviction is a real threat, it may be strategically advantageous to enter into a plea bargain with the public prosecutor. A plea bargain allows the accused to negotiate the exact terms of conviction with the prosecution, including the severity of the penalty, thereby gaining control over the outcome and avoiding an uncertain and lengthy court trial.
In practice, this means that the accused pleads guilty, and in return, the public prosecutor proposes a more lenient penalty to the court than what would realistically be faced in the event of a conviction after a standard main trial. The court then only approves or rejects the agreement but cannot arbitrarily change it. Another advantage is speed – the agreement terminates the criminal proceedings within a few weeks instead of years.
Recent examples from the Stoka corruption case show how significant the reduction of a penalty can be under an agreement. While the original judgments imposed sentences of 9.5 years in prison, following plea bargains, these sentences were reduced to 7 years and 8 months, or even to suspended sentences with pecuniary penalties. For the accused entrepreneurs and managers, it was crucial that they avoided long-term imprisonment and could continue to work, albeit with certain restrictions.
However, it is not advisable to enter into an agreement in every case. If there is a realistic chance of acquittal or termination of the criminal prosecution, or if the public prosecutor's evidence is weak, it is better to pursue a full defense. An experienced defense counsel can assess the strength of the evidence and advise when an agreement is advantageous and when it is not.
ARROWS negotiates plea bargains with public prosecutors and has experience with dozens of successfully concluded agreements.
Potential problems | How ARROWS helps (consultation@arws.cz) |
|---|---|
Long-term criminal proceedings lasting years – Standard criminal proceedings from the pre-trial phase through the main trial to the appeal typically last 2–4 years, during which you live in uncertainty and cannot work to your full potential | Shortening proceedings through a plea bargain – We negotiate acceptable terms of the agreement with the prosecution, which terminates the proceedings within weeks. |
Media coverage of criminal proceedings damaging reputation – A public main trial attracts media attention, which devastates your personal and corporate reputation regardless of the outcome | Minimization of publicity – A plea bargain takes place less publicly than a standard main trial, which protects your reputation |
Uncertainty regarding the outcome of the litigation – It is never possible to predict with certainty how the court will decide, and there is a risk of an unfavorable judgment with a severe penalty | Certainty of the outcome – The agreement gives you control over the penalty; there can be no surprise in the form of a more severe penalty than what was agreed upon. |
Costs of lengthy criminal proceedings – Proceedings lasting years generate high costs for legal representation, expert opinions, and lost time | Savings of cost and time – Rapid termination of proceedings by agreement saves significant financial resources |
How to avoid criminal liability already in the company management phase?
Prevention is always better than defense. If you are a statutory body or a top manager, you should actively build defense mechanisms to protect you from future criminal prosecution.
The first basic rule is to strictly comply with the duty of due care. This means acting with the necessary loyalty, knowledge, and diligence. In practice, this requires you to be properly informed before any significant decision, secure the necessary documents (legal analyses, financial assessments, expert opinions), act in the defensible interest of the company, and document your decision-making processes.
The second key element is the application of the business judgment rule. If you prove that you acted on an informed basis, in good faith, and in the interest of the company when making the decision, you will not be liable for damage, even if the outcome was not ideal. The business judgment rule protects you from liability for risky business decisions if the decision-making process was proper. However, this requires you to properly document your decision-making processes.
The third preventive tool is the implementation of a functional compliance program in the company. A compliance system not only protects the company from criminal liability but also you as a manager, as it proves that you actively built systems to prevent unlawful conduct. A compliance program should include regular training, internal regulations governing key risk areas, a whistleblowing system allowing employees to anonymously report misconduct, and regular audits.
Our specialists will help you
The fourth preventive measure is the careful selection of business partners and due diligence in significant transactions. Many cases of economic crime arise when a manager enters into a contract with an unreliable partner who then fails to deliver the promised performance, and subsequently, the manager is accused of breach of duty in the administration of foreign property. Proper vetting of business partners and securing contractual relationships reduces these risks.
ARROWS regularly trains statutory bodies and top managers on their duties and risks, including issuing a certificate. We provide legal opinions on planned business decisions, prepare internal guidelines and compliance programs, and conduct due diligence on significant transactions. In doing so, we create documentation that will protect you in the future if any decision is challenged.
Final Summary
ARROWS is a Prague-based law firm, European Union, specializing in comprehensive legal services for managers, statutory bodies, and entrepreneurs facing criminal prosecution. Our criminal defense lawyers have many years of experience defending economic crime cases and combine deep knowledge of Czech criminal law with an understanding of the business environment.
ARROWS lawyers handle these matters daily, which will significantly save you time and minimize the risk of errors. The ARROWS law firm is insured for damage up to CZK 350,000,000, which means maximum security for the client when entrusting such an important matter as criminal defense. Therefore, it is safer for the client to have the matter professionally secured. We are also commonly partners to in-house counsel for resolving special matters.
Throughout the article, it has been repeatedly emphasized that the criminal liability of managers and statutory bodies is more complex in practice than it seems at first glance. Individual steps that look simple have hidden exceptions, procedural details, links to other regulations, and risks in the real world that a layperson often does not see. Pre-trial proceedings have dozens of procedural traps, questioning requires precise preparation, the evidence must be analyzed in detail, and the defense strategy requires coordination with experts in criminal law, compliance, and corporate governance.
Our portfolio includes more than 150 joint-stock companies, 250 LLCs (s.r.o.), and 51 municipalities and regions. We pride ourselves on speed and high quality. ARROWS operates through the ARROWS International network in 90 countries worldwide, allowing us to resolve international aspects of criminal prosecution, such as requests for legal assistance from abroad, coordination with regulators in other jurisdictions, or representing clients in proceedings with an international element.
If you do not want to risk errors, the devastating impacts of long-term criminal prosecution, or severe penalties, you can safely leave the entire matter to ARROWS. Just contact our office at consultation@arws.cz and our experienced criminal defense lawyers will immediately assess your situation, propose an optimal strategy, and guide you through the entire criminal proceedings from the pre-trial phase to any potential appeal.
Potential problems | How ARROWS helps (consultation@arws.cz) |
|---|---|
Unlawful procedures of law enforcement authorities – The police and public prosecutors sometimes exceed their powers, violate procedural rules, or illegally obtain evidence, which a layperson cannot recognize | Identification of procedural errors and filing complaints – Our criminal defense lawyers continuously monitor the legality of the procedures of law enforcement authorities and challenge illegally obtained evidence. |
Overestimation of damage by law enforcement authorities – The amount of damage fundamentally affects the severity of the criminal offense and the penalty; however, the police often calculate damage incorrectly or include items that do not constitute damage | Expert opinions and revision of damage calculation – We secure economic and accounting experts who will challenge incorrect police calculations and prove the actual amount of damage |
Statements of employees and cooperating accused against you – Law enforcement authorities often motivate cooperating accused to testify against superiors in exchange for more lenient penalties | Challenging the credibility of witnesses – We analyze statements in detail and uncover contradictions, motivations, and untruths in the statements of employees and cooperating accused. |
Insufficient preparation for questioning – Questioning by the police or the court is a critical moment where an unprepared accused can easily make a mistake that destroys the entire defense | Preparation for questioning and assistance during questioning – Before each questioning, we will discuss potential questions, appropriate answers, and tactics with you in detail. During questioning, we are with you as defense counsel and protect your procedural rights |
Loss of business opportunities and corporate positions – The criminal prosecution itself, even if it ends in acquittal, can destroy your career and business relationships | Discreet conduct and protection of reputation – We work quickly and discreetly with the aim of terminating the proceedings as soon as possible and minimizing publicity. |
The criminal defense of managers and statutory bodies requires a combination of criminal law expertise, knowledge of corporate law, and an understanding of the business environment. ARROWS, as a Prague-based law firm, European Union, offers precisely this combination and, thanks to the ARROWS International network, can also resolve international aspects of your case.
Most risks can be mitigated even before any accusation arrives. We address the specific steps, i.e., how to reduce the personal risk of a statutory body, separately.
Do not hesitate to write to us immediately at consultation@arws.cz. The sooner we start working on your defense, the better your chances of a favorable outcome.
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Disclaimer:
The information contained in this article is for general informational purposes only and serves as a basic guide to the issue as of 2026. Although we strive for maximum accuracy, laws and their interpretation evolve over time. We are ARROWS Law Firm, a member of the Czech Bar Association (our supervisory authority), and for the maximum security of our clients, we are insured for professional liability with a limit of CZK 350,000,000. To verify the current wording of the regulations and their application to your specific situation, it is necessary to contact ARROWS Law Firm directly (consultation@arws.cz). We are not liable for any damages arising from the independent use of the information in this article without prior individual legal consultation.