Our company, as part of the activities of an investment firm, helps to solve the ownership structure of a joint-stock company and deals with company transformations.

We offer the following services:

• conversion of shares,
• conversion of the form of certificated shares,
• issue of certificated shares,
• auction of shares,
• squeeze-out,
• related consultancy.

Conversion of securities

This is primarily the transformation from book-entry securities to certificated securities. This transformation of the company will ensure cost reduction for both the issuer and shareholders.

Cost reduction for issuer:

• he no longer must pay management fees to the Central Securities Depository (CSD) – registration, management, etc.,
• he no longer pays the fees for drawing up the list of shareholders for the general meeting or the payment of dividends,
• he gets rid of it other CSD fees and verification costs of various documents, powers of attorney, etc.

Cost reduction for shareholders:

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

Conversion of the form of securities

Given the latest developments in the law on increasing the transparency of public limited companies, companies with certificated bearer shares will be obliged to take one of the following measures:

• change the form of shares to (from bearer shares to registered shares),
• change the form of shares from book-entry to paper-based form and related records in the Central Depository, or
• immobilization of a security (which is a physical deposit with a bank).

We will help you with the selection of a suitable variant as well as with subsequent implementation.

Public auction of securities

CAPITAL MARKETS, o.c.p., a.s. is authorized by the Czech National Bank (CNB) to organize public auctions of securities.

Auction Rules

Auctions

Authorization of the CNB to act as auctioneer

Squeeze-out

On 3 June 2005, an amendment to the Commercial Code was published in the Czech Republic, which allows the majority shareholder to carry out the so-called squeeze-out, which represents a legal displacement of minority shareholders.

It is essentially a process where the majority shareholder owns at least 90% of the company’s registered capital. The shareholder then asks the Board of Directors to convene a general meeting to decide on the transfer of all other member securities to his / her person.

Our services include providing the necessary steps to get a 90% stake.

Advantages over the previous form of takeover (formerly pursuant to §220p of the Commercial Code of the Czech Republic):

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

Our services in this form of takeover include:

• ensuring the assessment,
• drawing up a request to convene a general meeting with the main item of squeeze-out,
• processing of proof of ownership of 90% of shares,
• preparation of a specific general meeting,
• filing a proposal for entry in the Commercial Register,

Additional services pricelist [PDF]