Do you do business in the Czech Republic (or are you expanding here) and need your company structure, shareholder relationships, and corporate governance set up so it works in practice—and also withstands due diligence, a bank review, or a potential dispute? We build a legally robust structure for your business that is sustainable long-term.
PROXIMA LEGAL supports you from company formation and day-to-day corporate matters through complex transactions (M&A, corporate transformations, restructurings)—with a focus on speed, clarity, and commercial rationale.
How we can support you
1) Company formation and structuring
- selecting the appropriate legal form (typically an s.r.o. or a.s.; or a branch/registered branch)
- incorporation documents, representation/signing rules, internal governance rules
- filings with the Commercial Register, changes in corporate details, related formalities
2) Corporate governance
- general meetings, shareholder/board resolutions, corporate minutes and records
- changes in statutory bodies, procuration (prokura), signature specimens and authorities
- defining management responsibilities and control mechanisms within a group
3) Shareholder arrangements and investment documentation
- shareholders’ agreements (voting, veto rights, information rights)
- investor entry, financing and exit mechanics (drag/tag, options, vesting)
- managing shareholder conflicts and preventive “deadlock” mechanisms
4) Changes in share capital and ownership structure
- transfers of shares/ownership interests, ownership reorganisations, escrow and settlement
- share capital increases/decreases, shareholder contributions and other capital tools
- group/holding structures and intra-group governance rules
5) Transformations, restructurings and business exits
- mergers, demergers, transfers of assets, intra-group reorganisations
- liquidations and corporate “clean-up” of historical records
- coordinating legal steps so the timeline, accounting, and operational reality align
6) M&A and transaction support
- legal due diligence (buy-side / sell-side) and risk management
- transaction documentation (NDA, term sheet/LOI, SPA/APA, SHA, security package)
- negotiations, closing, post-closing implementation and corporate integration.
Typical situations we handle
- you are setting up a new company or group structure (CZ/EU)
- an investor is coming in, ownership is changing, or shareholders are separating
- you are buying/selling a business (share deal/asset deal) and need end-to-end transaction management
- you are running a group reorganisation, carve-out, merger, or demerger
- you need to clean up corporate documentation ahead of an audit, bank review, or due diligence
Why PROXIMA LEGAL
You receive senior, hands-on advice reflecting how corporate decisions are made in real businesses—not just “paper-compliant.” The goal is a corporate set-up that is scalable and transaction-ready.