Shareholder Dispute Lawyer in Prague. Corporate Disputes and Director Liability.
Shareholder and Corporate Disputes Lawyer in the Czech Republic
- Disputes between shareholders: challenging general meeting resolutions, expelling a shareholder, leaving a company.
- Claims against members of a company’s bodies for damages, and defence of directors against such claims.
- A director’s personal liability to creditors, including where the company is insolvent.
- Representation before Czech courts.
We help owners, shareholders and directors of Czech companies when a conflict inside the business puts control of the company, assets or personal liability at stake. We first establish which legal remedies are available and within what time limits they must be used, and then build your position for negotiation or court.
Attorney registered with the Czech Bar Association (ČAK).
Our Services
→ Shareholder Disputes
- Challenging general meeting resolutions adopted in breach of the law or the articles of association
- Expelling a shareholder for a particularly serious breach of duties
- Termination of a shareholder’s participation by court order where it cannot fairly be required that the shareholder stay
- Settlement share on exit: calculation and disputes over its valuation
- Protecting the interests of minority and majority shareholders
→ Liability of Directors and Board Members
- Claims by the company or its shareholders against a director for damages
- Defence of a director: proving that the director acted with the care of a prudent manager
- Liability to the company’s creditors and the duty to file for insolvency
- Disqualification from office, liability of former and de facto directors
→ Court Representation and Negotiation
- Analysis of your position and documents before a dispute begins
- Negotiation and settlement
- Representation before Czech courts at all instances
- Disputes referred to arbitration by agreement of the parties — see Arbitration
What We Will Need From You
- The articles of association (společenská smlouva) and a commercial register extract
- Minutes and resolutions of the general meeting, and any objections filed
- The director’s service agreement and key internal decisions of the company
- Correspondence on the dispute and documents evidencing damage or costs
- The date when you learned of the resolution or breach: time limits run from it
Frequently Asked Questions
Is a director of an s.r.o. personally liable for the company’s debts?
As a rule, no: the company is liable for its own debts. But if a director breached their duties, caused the company damage and did not compensate it, and the creditor cannot recover from the company itself, the director is liable to the creditor up to the amount of the uncompensated damage. Full answer in the blog article: when a director of an s.r.o. is personally liable
What is the time limit for challenging a general meeting resolution of an s.r.o.?
As a rule, three months from the date the claimant learned or could have learned of the resolution, and in any case no later than one year after its adoption. A shareholder usually has to lodge a reasoned objection against the resolution at the meeting itself. Full answer in the blog article: how and when to challenge a resolution
Can a shareholder leave an s.r.o., or be expelled?
No, there is no free right to leave an s.r.o.: a shareholder can withdraw only in cases the law expressly names. Other routes are an agreement of all shareholders, expulsion by a court and termination of participation by a court. Full answer in the blog article: how to leave an s.r.o. or expel a shareholder
Contact us for a consultation on a corporate dispute or on a director’s liability in the Czech Republic. In some disputes, such as challenging a general meeting resolution, the time limits are short, so it is better to get in touch before they expire.
Legal Consultation Fee
200 € (initial consultation), then from €300/hour + VAT
Before commencing legal work, we require an advance payment corresponding to 10 hours of legal services. If fewer hours are ultimately required, the unused portion of the advance payment will be refunded to the client.
