Changes to Commercial Register details: what must be reported

Many things change during a company’s life – its address, managing director, business activities or shareholders. Every such change to the details in the Commercial Register (ORSR) brings with it an obligation to update the registered information. In this article, we set out clearly everything that needs to be reported and how to go about it correctly so that you avoid possible penalties.

Why up-to-date details matter

The Commercial Register is a public list from which business partners, banks and the authorities draw information. If the registered details are out of date, this can damage the company’s credibility and, in some cases, even cause more serious legal problems. An outdated entry can also complicate signing contracts or dealing with the authorities. That is why a change to the details in the Commercial Register is an obligation that should definitely not be put off.

Which changes must be reported

Practically every change to the details entered in the Commercial Register must be reported. The most common include:

• A change of the company’s business name or registered office.
• A change of managing director or of the manner of acting on behalf of the company.
• A change of shareholders or of the amount of their contributions.
• Extending or narrowing the scope of business activities.

The procedure for reporting a change

Changes are entered on the basis of an application filed with the Commercial Register, usually electronically. In general, the procedure looks like this:

1. Adopt the relevant decision, for example at the general meeting.
2. Prepare the documents evidencing the change.
3. File an application to enter the change in the Commercial Register.
4. Check that the change has been entered correctly.

Deadlines and related obligations

Some changes must be reported within a set deadline and may also trigger further obligations, for example towards the tax office or the trade licensing register. Always check the current fees and deadlines in advance, as they may change, and failing to meet them can lead to penalties in practice.

Common mistakes when making changes

Entrepreneurs sometimes forget that a change in one register does not mean an automatic change in another. For example, a change of the company’s registered office must also be reflected in other records and contracts; otherwise, inconsistencies arise that complicate communication with the authorities. Another common mistake is incomplete or incorrectly signed documentation, which delays the whole entry and sometimes even leads to it being rejected. Entrepreneurs also occasionally underestimate the deadlines and report the change only after an unnecessary delay. Careful preparation of the documents therefore speeds up the whole process considerably and saves a lot of stress.

Electronic filing and its advantages

Most applications for the entry of changes are now filed electronically through a portal with a qualified electronic signature. Electronic filing tends to be more advantageous in terms of both fees and processing speed, and it allows you to deal with the change without visiting an office in person. However, it requires correctly prepared and signed documents; otherwise, the application may be rejected and the whole process will take longer.

• Filing takes place through a portal with an electronic signature.
• The electronic route tends to be faster and cheaper.
• The documents must be correct and complete.
• A defective filing prolongs the entire proceedings.

How we can help

If you need to make a change but do not know where to start, we are here for you. Bilvao’s accountants will help you identify which change to the details in the Commercial Register needs to be reported, prepare the documents and keep track of the deadlines. You will save valuable time and avoid unnecessary fines and complications.

Related articles: Selling and buying an s.r.o.: what to watch out for, Company registered office: a virtual registered office and its advantages, Mergers and amalgamations of companies: the procedure.

Frequently asked questions

Do I have to report every change in my company to the Commercial Register?

Every change to the details entered in the register must be reported – for example the registered office, managing director, shareholders or business activities. Some changes also have precise deadlines. Check the specific obligations and deadlines against the current regulations.

Will the details also change automatically in other registers?

No, a change in the Commercial Register does not mean an automatic change elsewhere. Some changes must also be reported to the tax office or entered in other records. That is why it is a good idea to keep track of all the related obligations or to consult an expert.