Corporate Finances in Slovakia

Podnikové financie ČR

 

Our company, within the administration of securities, also offers the following services:

  • conversion of shares,
  • issuing of certificated shares,
  • squeeze-out.

Conversion of securities

This primarily involves the conversion from book-entry securities to paper-based securities. This transformation of the company’s securities will ensure cost reduction for both the issuer and the shareholder.

Cost reduction for the issuer:

  • issuer no longer has to pay management fees to the Central Securities Depository (CSD) – registration, management, etc.,
  • there is no longer any fee for drawing up the list of shareholders for the general meeting or the payment of dividends,
  • issuer has no longer to pay further fees of the CSD and the costs of verification of various documents, empowers of attorney, etc.

Cost reduction for shareholder:

  • shareholder no longer pays for holding shares in the shareholder’s property account with the CSD
  • he does not pay fees for the transfer of shares between shareholders at the CSD
  • there are no fees to verify documents, empowers of attorney, etc.

Squeeze-out

The amendment to the Securities Act (ZCP), due to the adopted European MiFID Directive, enables the majority shareholder to carry out the so-called squeeze-out, which represents a legal displacement of minority shareholders within the meaning of Section 118i of the Securities Act.

Basically, this is a process where the majority shareholder owns at least 95% of the company’s registered capital. This shareholder will then ask the Board of Directors to convene the General Meeting, which decides on the transfer of all other member securities to his person.

Our services also include taking the necessary steps to gain a 95% stake.

Advantages over the previous takeover form:

  • the company does not disappear,
  • a much simpler conversion process,
  • lower takeover costs.

Our services in this form of takeover, include:

  • ensuring the report,
  • elaboration of a request to convene a general meeting with the main point of squeeze-out,
  • processing the document of 95% ownership,
  • preparation of a specific general meeting,
  • filing a proposal for entry in the Commercial Register,
  • ensuring payment to minority shareholders,
  • securing the printing of shares and selling them to the majority shareholder.