The end of speculative mergers and "shadow managers' immunity" in Slovakia.

By Katarina Pfeffer, Bibiana Mozoľová


Do you know the new rules?

The alarming increase in "speculative mergers" and the increasingly frequent occurrence of strawmen in commercial companies' management structures has long been seen as a major obstacle on the Slovak market. 

In response, the Ministry of Justice of the Slovak Republic has amended the Commercial Code to support and encourage business in Slovakia. Below we summarise the key changes that affect all business entities, not only with respect to mergers, but also in other areas of day-to-day commercial activity in Slovakia.

Mergers of companies "in good condition"

Strengthening the merger process to avoid numerous unfair and speculative mergers to avoid proper performance of their duties, insolvency or liquidation.

Under the new rules, only companies which are in a so-called "good condition" may be take part in the merger process, to ensure in particular the smooth transfer of capital and the continuation of business.