The Civil Code allows a foreign entity’s registered office to be transferred to Czechia if this is permissible under the laws of the state in which the legal entity is established and provided that it is not a legal entity whose purpose is to breach the law or achieve an objective by unlawful means (a ‘prohibited company’).
An application for registration in the relevant public register that is submitted by a legal entity wishing to transfer its registered office to Czechia must be accompanied by a decision indicating the legal form of Czech legal entity it has selected, and the incorporation document required by Czech law for this form of entity (i.e. in this particular case a memorandum of association).
Once a legal entity has transferred its registered office to Czechia, its internal legal affairs are governed by Czech law. Czech law also governs the liability of the legal entity’s members, or the members of its bodies, for debts incurred after the date on which the transfer of the registered office to Czechia takes effect.