How to Remove a Company from the Czech Commercial Register

Need to close your company and remove it from the Czech Commercial Register? This article provides concrete answers to your questions: what steps must you take, what timelines and costs should you expect, how to obtain tax authority consent, and how to avoid fines of up to CZK 500,000. You'll also learn when it's safer to entrust the entire process to lawyers at ARROWS Law Firm.

Why is it important to remove a company properly?

Many entrepreneurs mistakenly believe that if a company is no longer conducting business, it can simply be left as is. This is a critical misconception with serious consequences. An inactive company that remains registered in the Commercial Register continues to have numerous obligations—it must file tax returns and financial statements, maintain a statutory body, and fulfill other legal duties. If these obligations are not met, the company faces fines, penalties, and in extreme cases, court-ordered dissolution with liquidation by the court.

Proper removal of a company from the Commercial Register is the only way to definitively end all legal and economic obligations associated with that legal entity. Only upon deletion from the Commercial Register does the company cease to exist, and only then do all its obligations end. Owners and statutory bodies are thus protected from potential future claims by creditors or government agencies.

In practice, we often encounter entrepreneurs who underestimate the complexity of the entire process. Lawyers at ARROWS Law Firm handle company deletions from the Commercial Register daily and know that even minor procedural errors can lead to rejection of the deletion application or extend the entire process by many months. If you need advice on closing your company, contact us at office@arws.cz.

What are the basic reasons for deletion from the register?

A company can be deleted from the Commercial Register for three basic reasons. The first and most common is voluntary liquidation, where shareholders decide to dissolve the company with liquidation and following its proper completion, the deletion occurs. 

The second reason is court-ordered dissolution with liquidation, which is ordered by the court having jurisdiction over the Commercial Register—for example, due to loss of business licenses, long-term inability to conduct business, or irreconcilable disputes between shareholders. 

The third reason is merger, consolidation, or other transformation in which the company ceases to exist with a legal successor and liquidation is not necessary.

In this article, we focus on the most common approach—voluntary liquidation ending with deletion from the Commercial Register. This is the procedure most entrepreneurs choose because it provides full control over the process and is transparent toward creditors and government authorities.

ARROWS Law Firm, a leading Czech law firm based in Prague in the European Union, has long-standing experience conducting liquidations for both foreign and domestic clients. Lawyers at ARROWS Law Firm combine in-depth knowledge of the Czech legal environment with experience in international cases and understand the differences between Czech law and the legal systems of other jurisdictions. If you need professional assistance, write to us at office@arws.cz.

What must you do as the first step?

The first step of the entire process is a decision by the highest governing body of the company—typically the general meeting—to dissolve the company with liquidation. This decision must be adopted by a two-thirds majority of all shareholders, unless the articles of association stipulate a higher threshold. This means that a two-thirds majority of those present is not sufficient; two-thirds of all shareholders listed in the Commercial Register must vote in favor.

A key procedural requirement is that the decision to dissolve the company with liquidation must be documented in the form of a notarial deed. This is not merely an internal resolution that shareholders draft themselves—the notarial deed must be prepared by a notary, who verifies the identity of those voting, ensures compliance with all formal requirements, and records the deed in the notarial register. In the same notarial deed, a liquidator is appointed—the person who will manage the entire liquidation process. The liquidator can be a natural or legal person.

In practice, however, this seemingly simple step conceals numerous pitfalls. Documentation must be carefully prepared for the notary, attendance of all shareholders or their duly authorized representatives must be arranged, and attention must be paid to ensuring that the resolution text complies with statutory requirements. For example, it is necessary to determine the liquidator's compensation, establish rules for their actions, and ensure that conditions under the Business Corporations Act are met.

Notarial deed costs typically range between CZK 7,000 to 10,000, depending on case complexity and the particular notary's fees. The entire process of preparing documentation and obtaining the notarial deed usually takes 1 to 2 weeks. Lawyers at ARROWS Law Firm can prepare complete documentation, coordinate with the notary, and represent shareholders based on power of attorney, significantly accelerating the entire process. Contact us at office@arws.cz and we'll handle everything for you.

microFAQ – Legal tips on initiating liquidation

1. Must all shareholders be present when deciding on liquidation?
Not everyone needs to be present, but a two-thirds majority of all shareholders must approve the decision—including those not attending the general meeting. Therefore, it's advisable to obtain power of attorney from absent shareholders. 

2. Can I serve as liquidator even if I'm the company's statutory body?
Yes, the law does not prohibit this. The statutory body or shareholder can be appointed liquidator simultaneously. In practice, however, it may be wise to appoint a professional liquidator, especially if there are complex relationships with creditors or tax obligations. 

3. What if one shareholder opposes liquidation?
If two-thirds of all shareholders do not vote for dissolution with liquidation, this decision cannot be adopted. In such cases, alternative solutions can be considered, such as selling the business share or pursuing legal remedies. 

Risks and penalties	How ARROWS helps (office@arws.cz)
Invalid general meeting resolution: if the decision is not adopted by the proper majority or is not documented in a notarial deed, the court will reject the application to register the liquidation	Preparation and review of resolutions: lawyers at ARROWS Law Firm will ensure the resolution complies with all formal and substantive requirements under the Business Corporations Act and coordinate cooperation with the notary
Delay in filing the liquidation registration application: if the liquidator fails to register the liquidation initiation within 15 days, the court may impose a fine up to CZK 100,000 and initiate dissolution proceedings	Immediate liquidation registration: ARROWS Law Firm will file the application immediately after the notarial deed is prepared, eliminating the risk of delay and fines
Missing liquidator information: incorrectly completed application or missing liquidator's declaration of honor leads to court request for completion and unnecessary process delays	Complete documentation: lawyers at ARROWS Law Firm will prepare all necessary documents including declaration of honor, signature specimens, and procedural powers of attorney so registration proceeds smoothly

How is the liquidation registered in the Commercial Register?

After the notarial deed is prepared, the liquidator must file an application to register the liquidation in the Commercial Register without undue delay. The law establishes a standard 15-day period. The application must be accompanied by the notarial deed on the general meeting decision, the liquidator's declaration of honor, a specimen of their signature, and other documents according to the court's requirements.

The court fee for liquidation registration is CZK 2,000. The application is submitted exclusively through the so-called intelligent form, available at the justice.cz portal. This electronic form is interactive and requires very precise completion of data. Errors in the form or missing attachments lead to a court request for completion, which delays the entire process.

Once liquidation is registered in the Commercial Register, the company name will include the designation "in liquidation" (for example, "ABC Ltd. in liquidation"). The company must use this designation in all its legal acts and on all documents. Simultaneously, the powers of the statutory body (director, board of directors) transfer to the liquidator, who becomes the sole authorized representative of the company. Directors can no longer legally act on behalf of the company from this moment.

In practice, registration in the Commercial Register typically occurs within 3 business days of application submission if everything is in order. Lawyers at ARROWS Law Firm regularly process liquidation registration applications and know the precise requirements of individual courts, which eliminates the risk of rejection or return for completion. If you want assurance that your application will be approved on the first try, contact us at office@arws.cz.

What must the liquidator do immediately after liquidation registration?

Once liquidation is registered in the Commercial Register, the liquidator faces several statutory deadlines. The first obligation is to prepare an opening balance sheet (financial statement) as of the day before the company entered liquidation. This means if the company entered liquidation on March 15, the opening balance sheet must be prepared as of March 14. This financial statement must be prepared by a qualified accountant.

Another obligation is to file an income tax return for the portion of the tax period that elapsed before entering liquidation. This return must be filed within 30 days of entering liquidation. Late filing results in a penalty of 0.05% of the assessed tax for each day of delay, maximum 5% (limit CZK 300,000). Minimum penalty for non-filing is CZK 500.

The liquidator must also conduct an inventory of all assets and liabilities of the company. This inventory serves as the basis for further liquidation steps—satisfying creditors, monetizing assets, and possibly distributing the liquidation balance. The inventory must identify all receivables and liabilities, including potentially hidden or disputed claims.

The liquidator must also notify all known creditors that the company has entered liquidation and demand they file their claims. This notification is sent in writing to the creditor's last known address. The liquidator must also arrange cancellation of registrations with the social security administration, health insurance companies, the tax authority (for example, VAT registration), and other bodies if relevant.

This initial administrative package of tasks represents considerable time commitment and requires care to avoid overlooking important obligations. Lawyers at ARROWS Law Firm provide legal representation to the liquidator and coordinate fulfillment of all obligations, significantly reducing the time the client spends on administration and minimizing the risk of errors. Write to us at office@arws.cz and leave this demanding agenda to us.

What are the obligations regarding publicizing the liquidation?

One of the key—and often underestimated—obligations of the liquidator is to publicize information about the company's entry into liquidation in the Commercial Gazette (Obchodní věstník). The Commercial Gazette is the official state publication platform where announcements concerning legal entities are published. Publicizing serves to inform creditors unknown to the liquidator about the liquidation so they can timely file their claims.

The law requires that companies registered in the Commercial Register publicize notice of entry into liquidation at least once in the Commercial Gazette (the second mandatory publication was replaced by the possibility of free publication in the public register for a three-month period). The notice must contain an invitation to creditors to file their claims and a deadline that cannot be shorter than 3 months from the last publication.

In practice, this means that even in the optimal case where the company has no known creditors, the entire process must last at least 3.5 months due to this publication and waiting period. If creditors file claims during this period, liquidation extends for the time needed to satisfy their claims or resolve disputes about their existence.

Publication costs in the Commercial Gazette range approximately CZK 1,500 to 3,000, depending on the notice's scope. Additionally, you must budget for accounting preparation and tax administration, totaling approximately CZK 5,500 to 10,000 for this step.

It's also important to understand that the Commercial Gazette notice is publicly available and anyone can read it. This means the company's entry into liquidation becomes publicly known. If you operate in a sensitive sector or have concerns about reputational impact, you should consider this.

Lawyers at ARROWS Law Firm daily arrange publication notices in the Commercial Gazette for clients, prepare notice texts in compliance with law, and coordinate the entire process to ensure all deadlines and formal requirements are met. If you want to spare yourself the burden of this obligation, contact us at office@arws.cz.

microFAQ – Legal tips on creditor notification

1. What if I don't know whether I have any creditors?
Even if you're unaware of any liabilities, you must publish notice in the Commercial Gazette. Claims may exist that you're unaware of (for example, from breach of legal obligations, invalid contracts, etc.). Publication protects the liquidator and shareholders from future claims. 

2. Must I publish notice twice?
For companies in the Commercial Register, a 2019 amendment provides that one paid publication in the Commercial Gazette is replaced by free publication in the public register for three months. In practice, one paid publication suffices if the free publication requirement is met. 

3. What happens if another creditor files after the deadline expires?
Creditors who fail to file timely can enforce their claims only to the extent the liquidation balance hasn't yet been distributed. If the balance has already been paid to shareholders, creditors must seek satisfaction directly from shareholders, which is a very complicated situation. Therefore, it's important to properly conduct all notifications and await the established deadline. 

Risks and penalties	How ARROWS helps (office@arws.cz)
Failure to publicize liquidation notice in the Commercial Gazette: if the liquidator fails to publish notice, creditors can assert claims even after company deletion, and shareholders then bear personal liability for them	Complete publication management: lawyers at ARROWS Law Firm will arrange timely and correct publication in the Commercial Gazette and public register, eliminating risk of future creditor claims
Deadline for claim filing too short: if the deadline is shorter than 3 months, the court may reject the deletion application or creditors may seek judicial protection	Ensuring statutory deadlines: lawyers at ARROWS Law Firm ensure all deadlines comply with regulations and manage the entire liquidation timeline
Failure to notify known creditors directly: if a known creditor doesn't receive direct notice, they may later assert rights even though the deadline expired	Direct creditor communication: ARROWS Law Firm ensures all known creditors are notified by registered mail with proof of delivery, providing evidentiary certainty

How are assets and liabilities settled?

After the deadline for creditor claims expires, the phase of actual asset and liability settlement begins. The liquidator must monetize company assets—sell real estate, receivables, inventory, equipment, and other assets—and from the proceeds satisfy creditor claims in the order established by law.

The law establishes clear priority: first are employee claims (wages, unused vacation, severance), followed by secured creditor claims, and finally unsecured creditor claims. If assets are insufficient to satisfy all creditors, the liquidator is obligated to immediately file an insolvency petition, as the company is in insolvency.

The liquidator must also terminate all business contracts the company concluded, terminate lease agreements, close bank accounts (only after all payments are completed), and arrange collection of company receivables from third parties. All such acts must be properly documented and recorded in accounting.

In practice, this phase is often the most complex and longest part of the entire process. Asset monetization can take months or even years, depending on the nature of assets. Negotiation with creditors, resolution of disputed claims, and document management require not only legal but also commercial and economic knowledge.

Lawyers at ARROWS Law Firm provide comprehensive legal representation to the liquidator in all these steps—they negotiate with creditors, prepare settlement agreements, represent the company in legal disputes over claims, and coordinate asset sales. Thanks to daily practice in this area, we can significantly accelerate the process and minimize the risk of errors. If you're handling liquidation of a complex company, contact us at office@arws.cz.

What does the liquidation report contain?

When all liabilities are satisfied and assets monetized, the time comes to prepare the liquidation report (Zpráva o likvidaci). This is a key document summarizing the entire liquidation process and proposing distribution of the liquidation balance among shareholders.

The liquidation report must contain a detailed description of all identified liabilities and their settlement method, a summary of monetized assets and sale proceeds, accounting of liquidation costs (including liquidator's compensation), the amount of liquidation balance (if any remains), and the proposed distribution among shareholders in proportion to their ownership interests. If no liquidation balance remains (proceeds were consumed by costs and liabilities), the report states this.

Along with the liquidation report, the liquidator must prepare a final financial statement as of the report's date. This statement shows the state of assets and liabilities at the end of the liquidation period. Simultaneously, an opening balance sheet is prepared for the day following the report's date, which should show a zero balance since all assets have been monetized and distributed.

The liquidation report and proposal for distribution must be approved by the general meeting (or sole shareholder if there is one). This approval again requires a notarial deed or other means of verification the law permits (for example, power of attorney). Only after this approval can liquidation be considered complete.

In practice, liquidation reports often contain incomplete or inaccurate information, leading to court requests for completion when filing the deletion application. Lawyers at ARROWS Law Firm have extensive experience preparing liquidation reports and know courts' exact requirements. If you want assurance the report will be flawless, contact us at office@arws.cz.

What tax obligations must you fulfill before deletion?

Tax obligations are among the most critical—and simultaneously most complex—areas of the entire liquidation process. Without proper fulfillment, you cannot obtain tax authority consent for company deletion from the Commercial Register, which is a statutory condition for filing the deletion application.

The company in liquidation must file an income tax return for the liquidation period—that is, from entry into liquidation through liquidation completion. This return is filed in the standard periods under the tax law, typically within three months after the tax period ends (or six months if the company has an auditor or tax advisor).

Beyond the income tax, all other tax obligations must be settled—VAT (if the company was a VAT payer), road tax (if it owned vehicles), real estate tax, and any others. Final returns must be filed for all these taxes and all outstanding amounts paid.

Most important is the 15% withholding tax on the liquidation balance paid to shareholders. If the company distributes the liquidation balance to shareholders, it must remit 15% withholding tax from this amount and pay the tax to the tax authority before filing the deletion request. Unremitted withholding tax is the most common reason the tax authority refuses to grant consent for deletion.

After paying all taxes, the liquidator must ask all applicable tax authorities (tax office, customs office—if the company was registered there) for written consent for deletion. The tax authority reviews this request and verifies that all tax obligations have indeed been paid. If it discovers any outstanding amount, it will not grant consent. If the request is denied, it can be resubmitted one month after the denial decision.

Tax administration during liquidation is so complex and fraught with procedural pitfalls that even experienced accountants can make errors. Lawyers at ARROWS Law Firm work closely with tax advisors and can ensure all tax obligations are fulfilled correctly and timely. If you want to eliminate the risk of tax authority consent denial, write to us at office@arws.cz.

microFAQ – Legal tips on tax management during liquidation

1. Must I pay tax on the liquidation balance even if I'm the sole shareholder and owned the share for many years?
Yes, the 15% withholding tax is always remitted if the liquidation balance is paid to shareholders. The length of share ownership does not affect tax exemption. If you don't remit the tax, the tax authority won't grant deletion consent. 

2. What if the company has no income or assets—must I still file a tax return?
Yes, even a zero tax return must be filed. The tax authority requires formal confirmation that the company in the liquidation period showed no taxable income. Failure to file will result in consent denial.

3. How long does it take for the tax authority to grant deletion consent?
The law doesn't establish a specific deadline; in practice it usually takes 1 to 4 weeks, depending on the tax office's workload. If documents are incomplete, the office may request completion, extending the process. 

Risks and penalties	How ARROWS helps (office@arws.cz)
Unremitted withholding tax on liquidation balance: if 15% withholding tax is not remitted, the tax authority won't grant consent and deletion cannot proceed; additionally, penalties and sanctions threaten for non-remitted tax	Withholding tax calculation and remittance: lawyers at ARROWS Law Firm, working with tax advisors, ensure correct withholding tax calculation and timely remittance, eliminating risk of consent denial
Late tax return filing: if filed more than 5 days after the deadline, a penalty of 0.05% of tax per day delay applies (maximum 5%, limit CZK 300,000)	Timely filing of all tax returns: ARROWS Law Firm coordinates with accountants and ensures all tax deadlines are met, helping the client avoid penalties
Failure to obtain consent from all applicable tax authorities: if the company was registered with multiple tax authorities (tax office, customs office), consent from all is required; omitting one results in deletion application denial	Identifying all applicable authorities: lawyers at ARROWS Law Firm verify which tax authorities the company was registered with and obtain consent from all, preventing deletion complications

What documents must you archive?

The obligation to archive liquidated company documents is an area entrepreneurs often completely overlook, yet it can cause significant problems. Under Act No. 499/2004 Coll. on Archiving and Records Management, the liquidator must ensure transfer of company documents to a state archive or other repository if these documents have archival value.

The archiving process is not a simple formality. It requires conducting a so-called archival selection proceeding, which is not an internal company procedure but a state-supervised process. After the statutory deadline for document retention, these documents cannot simply be destroyed. 

The liquidator must submit to the relevant archive a proposal for archival selection proceedings, proposing which documents should be archived as archival materials and which may be destroyed. The archive reviews this proposal and issues a binding opinion.

Documents that must be archived typically include founding documents, general meeting minutes, accounting books, inventory lists, tax documents, employment records, and other substantive documents. Statutory retention periods vary by document type—accounting documents must be retained for at least 10 years, employment records up to 50 years from employment termination.

If the liquidator fails to ensure proper archiving and destruction of documents, it can have serious consequences not only for them personally (they may be found to have violated obligations) but also for shareholders, who may subsequently lack evidence materials in case of future disputes.

Lawyers at ARROWS Law Firm have experience coordinating the entire archiving process—they identify which documents must be archived, communicate with state archives, and ensure all formal requirements are met. If you want assurance that archiving will comply with law, contact us at office@arws.cz.

How do you file the application for deletion from the Commercial Register?

Once all above conditions are met—creditors are satisfied, the liquidation report is approved, taxes are paid, tax authority consent is obtained, and documents are archived—the liquidator can file the application for company deletion from the Commercial Register. This step concludes the entire liquidation process.

The application must be filed within 30 days of liquidation completion. Liquidation completion means the moment the liquidation report is approved by the general meeting. Late filing may result in fines from the court.

The liquidator must attach these required documents:

• written tax authority consent (possibly multiple consents if the company was registered with multiple tax authorities),
• confirmation of publication of liquidation notice in the Commercial Gazette (or other proof of publication obligation fulfillment),
• liquidation report approved by the general meeting,
• opening balance sheet prepared as of liquidation entry date,
• final financial statement prepared as of liquidation completion date,
• general meeting resolution approving distribution of liquidation balance,
• proof of document archiving or agreement with state archive.

The application is filed exclusively through the intelligent electronic form available on the Ministry of Justice portal justice.cz. The form must be completed very carefully and precisely. Any error or missing attachment leads to a court request for completion, extending the entire process.

The court fee for deletion is CZK 5,000. Upon application filing, the court reviews whether all statutory conditions are met. If yes, it performs a direct deletion without issuing a separate resolution. If it finds deficiencies, it issues a resolution denying or dismissing the application and requests the liquidator to remedy the issues.

Upon deletion from the Commercial Register, the company ceases to exist. From this moment, all its legal obligations and rights terminate (except those transferred to a legal successor or shareholders under statutory exceptions). The liquidator completes final administrative steps (closes bank accounts, deregisters the company from other registers) and their function ends.

In practice, the entire process from the decision to liquidate through deletion takes at least 6 months, most commonly 6 to 12 months, depending on the complexity of property relationships, number of creditors, and administrative body responsiveness. Complex cases may take several years.

Lawyers at ARROWS Law Firm handle company deletions from the Commercial Register daily and know individual court requirements, ensuring applications are complete and approved on the first attempt. Thanks to our long-standing practice, we can significantly accelerate the process and eliminate error risk. If you're looking for professionals to guide you through the entire process from beginning to end, contact us at office@arws.cz.

What threatens if obligations are not fulfilled?

Failure to fulfill some liquidation obligations can have serious financial and legal consequences. Many entrepreneurs underestimate risks associated with formal errors that appear minor on the surface but can cost tens of thousands of crowns in fines or prevent deletion entirely.

Fines for late registration: If the liquidator fails to file the liquidation registration application within 15 days, the court may impose a fine up to CZK 100,000. Moreover, the court may initiate dissolution proceedings ex officio, meaning loss of process control and substantially higher costs.

Fines for late tax returns: As mentioned, late tax return filing results in a penalty of 0.05% of tax per day delay, maximum 5% (limit CZK 300,000). If no return is filed, minimum penalty is CZK 500, but the tax authority may impose higher sanctions depending on circumstances.

Interest for non-payment of taxes: If the company doesn't pay tax by the due date, interest accrues daily at the Czech National Bank repo rate + 8 percentage points annually (currently about 8.5% annually). This interest accumulates daily and can reach substantial amounts.

Penalties for other obligation failures: For violating other obligations (for example, failure to file control declarations, failure to cooperate in tax audits, failure to provide required documents), the tax authority may impose fines up to CZK 500,000 for serious violations or CZK 50,000 for less serious misconduct. These fines may be imposed repeatedly.

Liquidator personal liability: A liquidator failing to fulfill obligations is liable for damage caused to the company, shareholders, or creditors. This liability can be very extensive—for example, if the liquidator fails to properly notify creditors and the creditor loses the opportunity to satisfy their claim, they can seek damages directly from the liquidator.

Deletion refusal: The most common practical consequence of obligation failures is that the court denies the deletion application and the company remains registered. This means liquidation "hangs in limbo," the company continues having obligations (financial statements, tax returns), and further fines and sanctions threaten. Correcting errors and resubmitting the application can take months and cost additional tens of thousands.

Given the numerous legal, accounting, and procedural requirements, it's clear that company liquidation is not something entrepreneurs should handle "on their own" without professional help. Each step has specific requirements, deadlines, and consequences. One error can block the entire process or cause sanctions of hundreds of thousands of crowns.

ARROWS Law Firm specializes in comprehensive legal representation during company liquidation. Our lawyers handle this agenda daily, which significantly reduces the time clients spend on administration and minimizes error risk. 

We also emphasize that ARROWS Law Firm is insured for damages up to CZK 400,000,000, providing clients additional security—if errors occur, insurance covers the damage. We are also regular partners of corporate lawyers for handling specialized matters. If you don't want to risk fines, delays, and complications, entrust your company's liquidation to us—write to office@arws.cz.

Are there alternatives to liquidation?

Liquidation is not the only way to achieve company deletion from the Commercial Register. In certain situations, alternative procedures may be more appropriate, offering faster or less costly solutions. However, you must carefully consider whether they're applicable to your specific case and whether they carry hidden risks.

Selling the company: If the company still has value (for example, good reputation, licenses, real estate), it may be economically preferable to sell it to a new owner rather than liquidate it. Selling a share or stock is a standard business transaction not requiring liquidation. The new owner then continues operations or decides the company's fate themselves. The disadvantage is that the original owner cannot have 100% certainty they won't face future claims from past liabilities if all relationships aren't perfectly settled.

Merger or other transformation: If you own multiple companies, you can use merger, consolidation, or division under the Act on Business Corporations Transformations. In a merger, the liquidating company ceases to exist with a legal successor, meaning liquidation isn't necessary. All liabilities and receivables transfer to the successor company. However, this method is complex, requiring notarial deeds, expert appraisals, and tax review, so it's used mainly in larger structures or corporate restructurings.

Simplified deletion under § 82 of the Public Registers Act: In certain very specific cases where the company was dissolved by court or government authority decision and the court appointed a liquidator, simplified procedures under § 82 of the Public Registers Act may be used. The liquidator then submits a statement that company assets are insufficient even to cover insolvency proceedings costs, and the court performs direct deletion without standard liquidation. However, this procedure is exceptional, applying only to companies previously dissolved by government authority.

Court-ordered company dissolution: The court having jurisdiction over the Commercial Register may dissolve a company with liquidation ex officio or upon application by a person with legal interest. Reasons include loss of business licenses, inability to conduct business for longer than one year, irreconcilable shareholder disputes, or failure to meet register obligations (for example, failure to file financial statements). 

However, court-ordered dissolution is a forced procedure with numerous disadvantages for shareholders—the court appoints a liquidator who may not be loyal to original owners, costs are 3 to 5 times higher than voluntary liquidation, and shareholders lose process control. Therefore, voluntary liquidation is always the preferred option if still possible.

Lawyers at ARROWS Law Firm will help assess which alternative is most appropriate for your situation and guide you through the entire process—whether you choose sale, transformation, or traditional liquidation. Write to us at office@arws.cz and we'll offer a tailored solution.

How does ARROWS Law Firm help foreign clients?

ARROWS Law Firm, a leading Czech law firm based in Prague in the European Union, long represents foreign clients operating in the Czech Republic. Our lawyers combine deep knowledge of the Czech legal environment with experience in international and cross-border cases and understand differences between Czech law and other jurisdictions' legal systems.

For foreign company owners, liquidation in the Czech Republic is often doubly demanding—not only due to language barriers but because Czech administrative practice and procedural requirements differ from standards in other countries. Documents must often be notarized and accompanied by official Czech translation, which is time-consuming and expensive. Foreign clients often cannot be physically present in the Czech Republic for meetings, general meetings, or notary appointments, requiring careful power of attorney preparation and coordination.

ARROWS Law Firm handles liquidation agenda for international clients daily thanks to the ARROWS International network, which we've built over more than ten years. This network allows us to provide legal services for cases with international elements—whether the company is owned by foreign persons or had business relationships abroad. We can coordinate the entire liquidation process from Prague, represent clients based on power of attorney, and ensure all necessary steps without the client repeatedly traveling to the Czech Republic.

Our portfolio includes more than 150 joint-stock companies, 250 limited liability companies, and 50 municipalities and regions. We pride ourselves on speed and high quality of services. If you're looking for a reliable partner for your Czech company's liquidation and want assurance everything proceeds smoothly, contact us—write to office@arws.cz.

When is it worthwhile to connect with other ARROWS clients?

Beyond legal services, ARROWS Law Firm can connect clients if they have interesting investment or business opportunities. We welcome interesting business or entrepreneurial ideas. If you're seeking financing or a business partner for purchase or sale in a given area, you can contact us anytime at office@arws.cz and we'll examine whether we can facilitate suitable connections within our client base.

Executive summary for management

• Company liquidation is a formal legal process, not simple administration: It requires fulfilling dozens of procedural steps, meeting precise deadlines (30 days for tax returns, 15 days for liquidation registration, 30 days for filing the deletion application), and coordinating with notaries, accountants, tax authorities, and the court. Underestimating this complexity leads to fines up to CZK 500,000 and extends the process by many months.
• Greatest practical risks lie in tax administration and tax authority consent: Without written tax authority consent, deletion cannot proceed. The most common denial reason is unremitted 15% withholding tax on the liquidation balance or unpaid penalties. Omitting registration with one tax authority (customs office, tax office) results in automatic application denial and process repetition.
• Time requirements are substantially higher than entrepreneurs imagine: Minimum time is 6 months, realistically 6–12 months, even for completely inactive companies without assets or liabilities. This is due to the mandatory 3.5-month deadline for creditor claim filing, waiting for tax authority consent, document archiving, and accounting preparation. Complex cases take several years.
• Self-handling liquidation is neither efficient nor safe: Liquidators must have detailed knowledge of accounting, tax, procedural, and archival regulations. One error—such as incorrectly published Commercial Gazette notice, overlooked creditor, or incomplete liquidation report—can block deletion and expose shareholders to personal liability for company obligations toward future creditors. Error correction costs exceed "do-it-yourself" savings.
• ARROWS Law Firm handles company liquidations daily, significantly reducing client time burden and eliminating error risk: Our lawyers coordinate the entire process from notarial deed through tax authority communication to deletion application filing, saving clients dozens of working hours and preventing fines. ARROWS is insured for damages up to CZK 400,000,000, providing additional protection if errors occur. We are also regular partners of corporate lawyers for specialized cases.

Article conclusion

Deleting a company from the Commercial Register is the final phase of a legal entity's existence, requiring careful fulfillment of numerous legal, tax, and procedural obligations. As this article demonstrates, the liquidation process is not merely formal administration but a complex procedure encompassing the decision to dissolve with liquidation, liquidator appointment, register inscription, creditor notification, asset and liability settlement, liquidation report preparation, obtaining tax authority consent, document archiving, and finally filing the deletion application.

Each of these steps has specific requirements and deadlines. Failure to fulfill some obligations can result in fines of tens to hundreds of thousands of crowns, deletion application denial, or in worst cases, liquidator and shareholder personal liability for creditor damages. These reasons make company liquidation an area where professional legal assistance is not only helpful but often essential.

Lawyers at ARROWS Law Firm long engage in conducting company liquidations and regularly encounter this agenda daily. Thanks to our practice, we can conduct the entire process quickly, efficiently, and with minimal client risks. 

We provide comprehensive legal representation to the liquidator, coordinate cooperation with notaries, accountants, and tax authorities, and ensure all formal and substantive requirements are met. Our international reach through the ARROWS International network further allows us to serve foreign clients with Czech Republic needs.

If you don't want to risk errors, fines, and lengthy processes, and want assurance your company's deletion proceeds smoothly and quickly, contact lawyers at ARROWS Law Firm. Write to us at office@arws.cz and we'll guide you through the entire process—from the initial dissolution decision through successful deletion from the Commercial Register.

FAQ – Frequently asked legal questions about removing a company from the Czech Commercial Register

1. How much time will the entire liquidation process take?
Minimum time is 6 months, typically 6–12 months, depending on asset complexity and administrative body responsiveness. The main time factor is the mandatory 3.5-month deadline for creditor claim filing after Commercial Gazette publication. If you want to accelerate the process and avoid unnecessary delays from errors, contact ARROWS Law Firm at office@arws.cz.

2. Can I conduct liquidation myself or do I need a lawyer?
The law doesn't require the liquidator to be a lawyer. However, given procedural, tax, and accounting requirement complexity, numerous statutory deadlines, and personal liability risk for errors, we recommend entrusting the process to professionals. 

3. How much will liquidation cost?
Basic costs include notarial deed (CZK 7,000–10,000), Commercial Gazette publication (CZK 1,500–3,000), court fees (CZK 2,000 + 5,000), accounting services (CZK 5,000–10,000), and tax advice. Minimum total of CZK 25,000–40,000. Adding legal services increases costs but significantly reduces error risk and fines reaching hundreds of thousands. ARROWS Law Firm will prepare a customized quote—contact us at office@arws.cz.

4. What if the company has debts—can I still liquidate it?
If the company has liabilities but can satisfy them from assets, liquidation is possible. However, if assets are insufficient for all liabilities, the company is insolvent and the liquidator must immediately file an insolvency petition. Standard liquidation cannot then proceed, and insolvency proceedings are initiated.

5. What if I'm a foreign owner and cannot personally travel to the Czech Republic?
The entire process can be conducted based on power of attorney granted to a Czech representative. ARROWS Law Firm, a leading Czech law firm based in Prague in the European Union, daily represents foreign clients and can coordinate the entire liquidation remotely—we'll prepare all documents, arrange notarial deeds, communicate with authorities, and file the deletion application. Contact us at office@arws.cz.

6. Can the court refuse deletion even if I submit all documents?
Yes, if documents don't meet statutory requirements or are incomplete, the court will deny or dismiss the application and request completion. Most common denial reasons are missing tax authority consent, incomplete liquidation report, or insufficient Commercial Gazette publication proof. 

Disclaimer: The information contained in this article is for general informational purposes only and serves as a basic guide to the issue. Although we strive for maximum accuracy in the content, legal regulations and their interpretation evolve over time. To verify the current wording of the regulations and their application to your specific situation, it is therefore necessary to contact ARROWS Law Firm directly (office@arws.cz). We accept no responsibility for any damage or complications arising from the independent use of the information in this article without our prior individual legal consultation and expert assessment. Each case requires a tailor-made solution, so please do not hesitate to contact us.