Amendment to the Act on the Commercial Register
On July 7, 2023, Act No. 268/2023 Coll. came into effect, amending, among other things, Act No. 530/2003 Coll. on the Commercial Register.
On July 7, 2023, Act No. 268/2023 Coll. came into effect, amending, among other things, Act No. 530/2003 Coll. on the Commercial Register.
The amendment removes the obligation to record the type and number of identity documents of beneficial owners registered in the Commercial Register and in the Register of Non-Governmental Organizations if they are Slovak citizens. In practical terms, this also means the end of the obligation to submit a proposal to register a change in the details of the ultimate beneficiary in the Commercial Register whenever the latter changes their identity document number. This is a significant change that should contribute to reducing the administrative burden and increasing legal certainty.
This is all the more true given that the recent invalidation of certificates in chip-enabled ID cards has led to mass replacements of ID cards, which has triggered mass change proceedings also in relation to entrepreneurs registered in the commercial register.
Of course, the change does not apply to end users who are not citizens of the Slovak Republic. Foreigners often do not have a birth number or other unique identifier, and for this reason, the type and number of the document are recorded on the spot. The Ministry of Justice, which submitted the proposal, considered this solution to be sufficiently balanced in terms of its practical implications.
Another significant change brought about by the amendment is that notaries will be able to enter data into the commercial register, which should improve the long-term unfavorable situation regarding data registration. However, this change will not take effect until November 1, 2023. From that moment on, it should be possible to submit a registration application to any notary, who will assess it and either make the entry or not. If the entry is made, the notary will also certify that the conditions for entry have been met by means of a notarial record, ensure that the documents are filed in the collection of documents, and issue the first extract from the commercial register free of charge if the applicant so requests. If the notary does not make the entry, no appeal can be lodged against this, but the failure to make the entry does not prevent the applicant from submitting an application for entry to the registry court itself.
It is also worth noting that when representing an applicant submitting a registration application, only a power of attorney granted to a lawyer, notary, or natural person who is an employee of the applicant or an employee of a legal entity that is financially or personally connected to the applicant is taken into account.
Details on registration by a notary, as well as the scope of registration of data entered by a notary in the commercial register, shall be regulated by a generally binding legal regulation issued by the Ministry of Justice of the Slovak Republic.